31ST DECEMBER, 2014 ACCOUNT FOR THE YEAR …. Sina Alimi Director Mr. Eromosele Omodiagbe Director...

CAPITAL OIL PLC

ACCOUNT FOR THE YEAR ENDED

31ST DECEMBER, 2014

CAPITAL OIL PLC

ACCOUNTS FOR THE YEAR ENDED 31ST DECEMBER, 2014

CONTENTS PAGE

CORPORATE INFORMATION 2

AUDITORS REPORT 3-4

RESPONSIBILITY FOR ANNUAL FINANCIAL STATEMENTS 5

SIGNIFICANT ACCOUNTING POLICIES 6-15

STATEMENT OF FINANCIAL POSITION 16

STATEMENT OF COMPREHENSIVE INCOME 17

STATEMENT OF CHANGES IN EQUITY 18

CASH FLOW STATEMENT 19

NOTES ON THE ACCOUNT 20-25

FIVE YEARS FINANCIAL SUMMARY 26

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CAPITAL OIL PLC

ACCOUNTS FOR THE YEAR ENDED 31ST DECEMBER, 2014

CORPORATE INFORMATION

DIRECTORS

Dr Joseph Taiwo Chairman

Mr. Ikhine Jerome Managing Director

Mr, Amos Otuata Executive Director

Mr. Sina Alimi Director

Mr. Eromosele Omodiagbe Director

REGISTERED OFFICE 46, Adeniyi Jones Avenue,

Ikeja.

P. O. Box 7254, Ikeja

SECRETARY

Bluechip Nominees

AUDITORS

Egunjobi Adegbite & Co

(Chartered Accountants)

First Bank Of Nigeria Plc

Enterprise Bank Ltd

Zenith Bank Plc

Guaranty Trust Bank Plc

Sterling Bank Plc

Gideon Trust Microfinance Bank Ltd

Covenant Microfinance Bank Ltd

First City Monument Bank Plc

UBA Plc

Heritage Bank Ltd

Skye Bank Plc

2

Egunjobi, Adegbite & Co. 9, TURTON STREET, YABA

(CHARTERED ACCOUNTANTS) G.P.O. BOX 7625

LAGOS, NIGERIA

TEL: 774-4149, 08029420037

Email address: [email protected]

OTHER OFFICES: KADUNA AND IBADAN

REPORT OF THE INDEPENDENT AUDITORS

TO THE MEMBERS OF CAPITAL OIL PLC Report of the Financial Statements

We have audited the accompanying financial statements of Capital oil Plc, for the year ended 31st DECEMBER 2014, set out on pages 6 to 14 which have been prepared on the basis of significant accounting policies on page 6 and other explanatory notes. Directors’ Responsibility for the Financial Statements The Directors are responsible for the preparation and fair presentation of these financial statements in accordance with Financial Reporting Council Of Nigeria act no 6, the International Financial Reporting Standards and with the requirements of the Companies and Allied Matters Act, CAP C20 LFN, 2004. This responsibility includes: designing, implementing and maintaining internal control relevant to the preparation and fair presentation of the financial statements that are free from material misstatements, whether due to fraud or error, selecting and applying appropriate accounting policies, and making accounting estimates that are reasonable in the circumstances. Auditor’s Responsibility Our responsibility is to express an independent opinion on these financial statements based on our audit. We conducted our audit in accordance with International Standards On Auditing. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity’s preparation and fair presentation of the financial statements 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 entity’s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by the Directors, as well as evaluating the overall presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

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mailto:[email protected]

OPINION In our opinion, the financial statements give a true and fair view of the state of affairs of the Company’s financial position as at 31st December, 2014 in accordance with International Financial Reporting Standards, Financial Reporting Council Of Nigeria act No 6, 2011 and the Companies and Allied Matters Act, CAP C20 LFN, 2004.

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 Company; and iii) The Company’s balance sheet and profit and loss account are in agreement with

the books of account.

(CHARTERED ACCOUNTANTS)

LAGOS, NIGERIA.

Date: 14th June, 2015.

FRC/2013/ICAN/00000003240

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CAPITAL OIL PLC ACCOUNTS FOR THE YEAR ENDED 31ST DECEMBER 2014 RESPONSIBILITY FOR ANNUAL FINANCIAL STATEMENTS The Companies and Allied Matters Act and the Company and other Financial Institutions Act 1991, require the Directors to prepare financial statements for each financial period that gives a true and fair view of the state of financial affairs of the Company at the end of the period and of its profit or loss. The responsibilities include ensuring that the Company: i. Keeps proper accounting records that disclose, with reasonable accuracy, the

financial position of the Company and comply with the requirements of the Companies and Allied Matter Act 2004;

ii. Establishes adequate internal controls to safeguard its assets and to prevent and

detect fraud and other irregularities; and iii. Prepares its financial statements using suitable accounting policies supported by

reasonable and prudent judgements and estimates that are consistently applied. The directors accept responsibility for annual financial statements, which have been prepared using appropriate accounting policies supported by reasonable and prudent judgments and estimates, in conformity with, - International Financial Reporting Standards;

- The requirements of the Companies and Allied Matters Act. - Financial Reporting Council Of Nigeria Act.

The directors are of the opinion that the financial statements give a true and fair view of the state of the financial affairs of the Company and of their profit for the period. 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 financial control. Nothing has come to the attention of the directors to indicate that the Company will not remain a going concern for at least twelve months from the date of approval of the financial statements.

---------------------------- ---------------------------

Chairman Managing Director/CEO FRC/2014/CIBN/00000010020 FRC/2014/NIM/00000010021

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CAPITAL OIL PLC

FOR THE YEAR ENDED 31ST DECEMBER, 2014

SIGNIFICANT ACCOUNTING POLICIES

1 The following is a summary of the significant accounting policies adopted by the

company in the preparation of these accounts.

2 Significant Accounting policies

The following were the significant accounting policies applied in the preparation of this

account. These policies have been consistently applied unless stated otherwise.

2.1 The accounts was prepared in accordance with

a. International Financial Reporting Standards as issued by the International

Accounting Standards Board (IASB) and the interpretations issued issued by the

International Financial Reporting Interpretations committee .

b. Reqiurements of Companies and Allied Matters Act of Nigeria and the Financial

reporting Council act of Nigeria.

2.2 Turnover

Turnover comprises of sales to customers and service rendered to customers.

Turnover is stated at the invoice amount and is exclusive of value added taxation.

2.3 Cost of sales

When inventories are sold, the carrying amount of those inventories is recognised

as an expense in the period in which the related revenue is recognised. The

amount of any write-down of inventories to net realisable value and all losses of

inventories are recognised as an expense in the period the write-down or loss

occurs. The amount of any reversal of any write-down of inventories, arising from

an increase in net realisable value, is recognised as a reduction in the amount of

inventories recognised as an expense in the period in which the reversal occurs

The related cost of providing services recognised as revenue in the current period

is included in cost of sales.

2.4 Finance Income

Finance Income is made up of interest income in short -term deposits with bank,

dividend income, changes in the fair value of financial assets at fair value through profit or

loss and foreign exchange gains.

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CAPITAL OIL PLC



Interest income on short-term deposit is recognised by reference to the principal outstanding

at the effective interest rate applicable, which is the rate that exactly discounts estimated

future cash receipts through the expected life of the financial asset to that assets net carrying

amount on initial recognition.

2.5 Borrowing costs

Borrowing costs that are directly attributable to the acquisition, construction or

production of a qualifying asset are capitalised as part of the cost of that asset

until such time as the asset is ready for its intended use. The amount of borrowing

costs eligible for capitalisation is determined as follows:

The Actual borrowing costs on funds specifically borrowed for the purpose of

obtaining a qualifying asset less any temporary investment of those borrowings.

The Weighted average of the borrowing costs applicable to the entity on funds

generally borrowed for the purpose of obtaining a qualifying asset. The borrowing

costs capitalised do not exceed the total borrowing costs incurred.

The capitalisation of borrowing costs commences when:

The expenditures for the asset have occurred;

Theborrowing costs have been incurred, and

The activities that are necessary to prepare the asset for its intended use or sale

are in progress.

Capitalisation is suspended during extended periods in which active development

is interrupted.

Capitalisation ceases when substantially all the activities necessary to prepare the

qualifying asset for its intended use or sale are complete.

All other borrowing costs are recognised as an expense in the period in which they

are incurred.

2.5 Foreign currency transactions

A foreign currency transaction is recorded, on initial recognition in Nairas, by applying to the

foreign currency amount the spot exchange rate between the functional currency and the

foreign currency at the date of the transaction.

At the end of the reporting period:

Foreign currency monetary items are translated using the closing rate;

Non-monetary items that are measured in terms of historical cost in a foreign currency are

translated using the exchange rate at the date of the transaction; and

Non-monetary items that are measured at fair value in a foreign currency are translated

using the exchange rates at the date when the fair value was determined.

Exchange differences arising on the settlement of monetary items or on translating monetary

items at rates different from those at which they were translated on initial recognition during

the period or in previous financial statements are recognised in profit or loss in the period in

which they arise.

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CAPITAL OIL PLC



When a gain or loss on a non-monetary item is recognised to other comprehensive income

and accumulated in equity, any exchange component of that gain or loss is recognised to

other comprehensive income and accumulated in equity. When a gain or loss on a

non-monetary item is recognised in profit or loss, any exchange component of that gain or

loss is recognised in profit or loss.

Cash flows arising from transactions in a foreign currency are recorded in Nairas by applying

to the foreign currency amount the exchange rate between the Naira and the foreign

currency at the date of the cash flow.

2.6 Property, plant and equipment

The cost of an item of property, plant and equipment is recognised as an asset when:

It is probable that future economic benefits associated with the item will flow to the

company; and the cost of the item can be measured reliably.

Property, plant and equipment is initially measured at cost.

Costs include costs incurred initially to acquire or construct an item of property, plant and

equipment and costs incurred subsequently to add to, replace part of, or service it. If a

replacement cost is recognised in the carrying amount of an item of property, plant and

equipment, the carrying amount of the replaced part is derecognised.

The initial estimate of the costs of dismantling and removing the item and restoring the site

on which it is located is also included in the cost of property, plant and equipment, where .

the entity is obligated to incur such expenditure, and where the obligation arises as a result

of acquiring the asset or using it for purposes other than the production of inventories

Major spare parts and stand by equipment which are expected to be used for more than one

period are included in property, plant and equipment. In addition, spare parts and stand by

equipment which can only be used in connection with an item of property, plant and

equipment are accounted for as property, plant and equipment.

Major inspection costs which are a condition of continuing use of an item of property, plant

and equipment and which meet the recognition criteria above are included as a replacement

in the cost of the item of property, plant and equipment. Any remaining inspection costs

from the previous inspection are derecognised.

Property, plant and equipment is carried at cost less accumulated depreciation and any

impairment losses.

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CAPITAL OIL PLC




impairment losses except for Revalued Assets which is carried at revalued amount being the

fair value at the date of revaluation less any subsequent accumulated depreciation and

subsequent accumulated impairment losses.

Property, plant and equipment is carried at revalued amount, being the fair value at the date

of revaluation less any subsequent accumulated depreciation and subsequent accumulated

impairment losses.

Revaluations are made with sufficient regularity such that the carrying amount does not differ

materially from that which would be determined using fair value at the end of the reporting

period.

When an item of property, plant and equipment is revalued, any accumulated depreciation at

the date of the revaluation is restated proportionately with the change in the gross carrying

amount of the asset so that the carrying amount of the asset after revaluation equals its

revalued amount.

When an item of property, plant and equipment is revalued, any accumulated depreciation at

the date of the revaluation is eliminated against the gross carrying amount of the asset and

the net amount restated to the revalued amount of the asset.

Any increase in an asset’s carrying amount, as a result of a revaluation, is recognised to other

comprehensive income and accumulated in the revaluation surplus in equity. The increase is

recognised in profit or loss to the extent that it reverses a revaluation decrease of the same

asset previously recognised in profit or loss.

Any decrease in an asset’s carrying amount, as a result of a revaluation, is recognised in profit

or loss in the current period. The decrease is recognised in other comprehensive income to

the extent of any credit balance existing in the revaluation surplus in respect of that asset.

The decrease recognised in other comprehensive income reduces the amount accumulated

in the revaluation surplus in equity.

The revaluation surplus in equity related to a specific item of property, plant and equipment

is transferred directly to retained earnings when the asset is derecognised.

The revaluation surplus in equity related to a specific item of property, plant and equipment

is transferred directly to retained earnings as the asset is used. The amount transferred is

equal to the difference between depreciation based on the revalued carrying amount and

depreciation based on the original cost of the asset.

Property, plant and equipment are depreciated on the over their expected useful lives to

their estimated residual value.

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CAPITAL OIL PLC




impairment losses.

Property, plant and equipment is carried at revalued amount, being the fair value at the date

of revaluation less any subsequent accumulated depreciation and subsequent accumulated

impairment losses. Revaluations are made with sufficient regularity such that the carrying

amount does not differ materially from that which would be determined using fair value at

the end of the reporting period.

Any increase in an asset’s carrying amount, as a result of a revaluation, is credited to other

comprehensive income and accumulated in the revaluation surplus in equity. The increase is

recognised in profit or loss to the extent that it reverses a revaluation decrease of the same

asset previously recognised in profit or loss.

Any decrease in an asset’s carrying amount, as a result of a revaluation, is recognised in profit

or loss in the current period. The decrease is debited in other comprehensive income to the

extent of any credit balance existing in the revaluation surplus in respect of that asset.

The useful lives of items of property, plant and equipment have been assessed as follows:

Item Average useful life Rate

Leasehold Stations 50 2%

Head office Building including Freehold Stations 50 2%

Motor Vehicle 5 20%

Plant & Machinery 5 20%

Gas Plant 50 2%

Furniture Fittings & Equipment and computer machines 5 20%

The residual value, useful life and depreciation method of each asset are reviewed at the end

of each reporting period. If the expectations differ from previous estimates, the change is

accounted for as a change in accounting estimate.

Each part of an item of property, plant and equipment with a cost that is significant in relation

to the total cost of the item is depreciated separately.

The depreciation charge for each period is recognised in profit or loss unless it is included in

the carrying amount of another asset.

The gain or loss arising from the derecognition of an item of property, plant and equipment is

included in profit or loss when the item is derecognised. The gain or loss arising from the .

derecognition of an item of property, plant and equipment is determined as the difference

between the net disposal proceeds, if any, and the carrying amount of the item

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CAPITAL OIL PLC



Assets which the company holds for rentals to others and subsequently routinely sell

as part of the ordinary course of activities, are transferred to inventories when the rentals

end and the assets are available-for-sale. These assets are not accounted for as non-current

assets held for sale. Proceeds from sales of these assets are recognised as revenue. All cash

flows on these assets are included in cash flows from operating activities in the cash flow

statement.

2.7 Inventories

Inventories are measured at the lower of cost and net realisable value on the first-in-first-out

basis.

Net realisable value is the estimated selling price in the ordinary course of business less the

estimated costs of completion and the estimated costs necessary to make the sale.

The cost of inventories comprises of all costs of purchase, costs of conversion and other costs

incurred in bringing the inventories to their present location and condition.

The cost of inventories of items that are not ordinarily interchangeable and goods or services

produced and segregated for specific projects is assigned using specific identification of the

individual costs.

The cost of inventories is assigned using the formula. The same cost formula is used for all

inventories having a similar nature and use to the entity.

When inventories are sold, the carrying amount of those inventories are recognised as an

expense in the period in which the related revenue is recognised. The amount of any

write-down of inventories to net realisable value and all losses of inventories are recognised

as an expense in the period the write-down or loss occurs. The amount of any reversal of any

write-down of inventories, arising from an increase in net realisable value, are recognised as

a reduction in the amount of inventories recognised as an expense in the period in which the

reversal occurs.

2.8 Trade and other receivables

Trade receivables are measured at initial recognition at fair value, and are subsequently

measured at amortised cost using the effective interest rate method. Appropriate allowances

for estimated irrecoverable amounts are recognised in profit or loss when there is objective

evidence that the asset is impaired. Significant financial difficulties of the debtor, probability

that the debtor will enter bankruptcy or financial reorganisation, and default or delinquency

in payments (more than 30 days overdue) are considered indicators that the trade receivable

is impaired. The allowance recognised is measured as the difference between the asset’s

carrying amount and the present value of estimated future cash flows discounted at the

effective interest rate computed at initial recognition.

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CAPITAL OIL PLC



The carrying amount of the asset is reduced through the use of an allowance account, and the

amount of the loss is recognised in profit or loss within operating expenses. When a trade

receivable is uncollectable, it is written off against the allowance account for trade

receivables. Subsequent recoveries of amounts previously written off are credited against

operating expenses in profit or loss.

2.9 Trade and other payables

Trade payables are initially measured at fair value, and are subsequently measured at

amortised cost, using the effective interest rate method.

2.10 Cash and cash equivalents

Cash and cash equivalents comprise cash on hand and demand deposits, and other short-term

highly liquid investments that are readily convertible to a known amount of cash and are

subject to an insignificant risk of changes in value. These are initially and subsequently

recorded at fair value.

2.11 Bank overdraft and borrowings

Bank overdrafts and borrowings are initially measured at fair value, and are subsequently

measured at amortised cost, using the effective interest rate method. Any difference

between the proceeds (net of transaction costs) and the settlement or redemption of

borrowings is recognised over the term of the borrowings in accordance with the company’s

accounting policy for borrowing costs.

2.12 Tax

2.12.1 Current tax assets and liabilities

Current tax for current and prior periods is, to the extent unpaid, recognised as a liability.

If the amount already paid in respect of current and prior periods exceeds the amount due

for those periods, the excess is recognised as an asset.

Current tax liabilities (assets) for the current and prior periods are measured at the amount

expected to be paid to (recovered from) the tax authorities, using the tax rates (and tax laws

) that have been enacted or substantively enacted by the end of the reporting period.

2.12.2 Deferred tax assets and liabilities

A deferred tax liability is recognised for all taxable temporary differences, except to the

extent that the deferred tax liability arises from the initial recognition of an asset or liability

in a transaction which at the time of the transaction, affects neither accounting profit nor

taxable profit (tax loss).

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CAPITAL OIL PLC



A deferred tax asset is recognised for all deductible temporary differences to the extent that

it is probable that taxable profit will be available against which the deductible temporary

difference can be utilised. A deferred tax asset is not recognised when it arises from the

initial recognition of an asset or liability in a transaction at the time of the transaction, affects

neither accounting profit nor taxable profit (tax loss).

A deferred tax asset is recognised for the carry forward of unused tax losses and unused WHT

credits to the extent that it is probable that future taxable profit will be available against

which the unused tax losses and unused WHT credits can be utilised.

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply to

the period when the asset is realised or the liability is settled, based on tax rates

(and tax laws) that have been enacted or substantively enacted by the end of the reporting

period.

2.12.3 Tax expenses

Current and deferred taxes are recognised as income or an expense and included in profit or

loss for the period, except to the extent that the tax arises from:

A transaction or event which is recognised, in the same or a different period, to other

comprehensive income.

Current tax and deferred taxes are charged or credited to other comprehensive income if

the tax relates to items that are credited or charged, in the same or a different period, to

other comprehensive income.

Current tax and deferred taxes are charged or credited directly to equity if the tax relates to

items that are credited or charged, in the same or a different period, directly in equity.

2.13 Leases

A lease is classified as a finance lease if it transfers substantially all the risks and rewards

incidental to ownership. A lease is classified as an operating lease if it does not transfer

substantially all the risks and rewards incidental to ownership.

2.13.1 Finance leases - lessor

The company recognises finance lease receivables in the statement of financial position.

Finance income is recognised based on a pattern reflecting a constant periodic rate of return

on the company’s net investment in the finance lease.

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CAPITAL OIL PLC



2-13.2 Finance leases – lessee

Finance leases are recognised as assets and liabilities in the statement of financial position

at amounts equal to the fair value of the leased property or, if lower, the present value of the

minimum lease payments. The corresponding liability to the lessor is included in the

statement of financial position as a finance lease obligation.

The discount rate used in calculating the present value of the minimum lease payments is the .

The lease payments are apportioned between the finance charge and reduction of the

outstanding liability.The finance charge is allocated to each period during the lease term so

as to produce a constant periodic rate on the remaining balance of the liability.

2.13.3 Operating leases - lessor

Operating lease income is recognised as an income on a straight-line basis over the lease term.

Initial direct costs incurred in negotiating and arranging operating leases are added to the

carrying amount of the leased asset and recognised as an expense over the lease term on the

same basis as the lease income.

Income for leases is disclosed under revenue in profit or loss.

2.13.4 Operating leases – lessee

Operating lease payments are recognised as an expense on a straight-line basis over the

lease term. The difference between the amounts recognised as an expense and the

contractual payments are recognised as an operating lease asset. This liability is not

discounted.

Any contingent rents are expensed in the period they are incurred.

Provisions and contingencies

Provisions are recognised when:

Ÿthe company has a present obligation as a result of a past event;

it is probable that an outflow of resources embodying economic benefits will be required to

settle the obligation; and

A reliable estimate can be made of the obligation.

The amount of a provision is the present value of the expenditure expected to be required to

Where some or all of the expenditure required to settle a provision is expected to be

reimbursed by another party, the reimbursement shall be recognised when, and only when,

it is virtually certain that reimbursement will be received if the entity settles the obligation.

The reimbursement shall be treated as a separate asset. The amount recognised for the

reimbursement shall not exceed the amount of the provision.

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CAPITAL OIL PLC



Provisions are not recognised for future operating losses.

If an entity has a contract that is onerous, the present obligation under the contract shall be

recognised and measured as a provision.

A constructive obligation to restructure arises only when an entity:

Has a detailed formal plan for the restructuring, identifying at least:

a. the business or part of a business concerned;

b. the principal locations affected;

c. the location, function, and approximate number of employees who will be compensated for

terminating their services:

d. the expenditures that will be undertaken; and

e. when the plan will be implemented; and

Has raised a valid expectation in those affected that it will carry out the restructuring by

starting to implement that plan or announcing its main features to those affected by it.

After their initial recognition contingent liabilities recognised in business combinations that

are recognised separately are subsequently measured at the higher of:

The amount that would be recognised as a provision; and

The amount initially recognised less cumulative amortisation.

Contingent assets and contingent liabilities are not recognised. Contingencies are disclosed in

note .

2.14 Retirement Benefit And Gratuity Scheme

2.14.1 The company operates contributory retirement benefits scheme for its

Permanent staff based on the provisions of the New Pension Reform Act,

2004.The scheme is funded by contributions from Employees through payroll

deductions while the company's contribution is charged to the profit

and loss account. The rates applicable for each party is 8% Employees and

10% company, of the staff total emoluments.

2.14.2 The company also operates a gratuity scheme for its permanent

Nigerian staff .

The gratuity payable to staff upon retirement or resignation, are accrued

for over the service lives of management and non-management staff

of the company, and their terminal remunerations.

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CAPITAL OIL PLC

STATEMENT OF FINANCIAL POSITION AS AT 31ST DECEMBER, 2014

ASSETS NOTES 31/12/14 31/12/13N N

NON- CURRENT ASSETS

Property Plant & Equipment 1 1,236,463,056 1,303,097,432

Total Non-Current Assets 1,236,463,056 1,303,097,432

CURRENT ASSETS

Inventories 2 7,164,789 318,549

Trade & Other receivables 3 407,663,982 448,162,857

Prepayments 4 15,177,398 9,720,239

Cash and Cash Equivalents 5 33,238,368 98,799,497

463,244,537 557,001,142

TOTAL ASSETS 1,699,707,593 1,860,098,574

EQUITY AND LIABILITIES

EQUITY

Issued Share Capital 6 1,464,394,325 1,464,394,325

Share Premium 6.1 3,036,209,766 3,036,209,766

Treasury Shares 6.4 (2,642,200,000) (2,642,200,000)

Accumulated Loss 7 (1,036,192,435) (908,104,818)

Equity attributable to Owners of

the company 822,211,656 950,299,273

NON CURRENT LIABILTIES

Borrowing 8 605,708,132 554,103,298

Deffered Tax Liabilties 9 110,164,600 99,081,362

Total Non Current Liabilities 715,872,732 653,184,660

CURRENT LIABILITIES

Bank Overdraft 5 30,660 8,626

Trade Payables 10 26,055,918 98,486,200

Other Payables and accruals 10.1 64,314,524 93,740,538

Current Income tax payable 11 71,222,103 64,379,277

Total Current Liabilties 161,623,205 256,614,641

Total Equity And Liabilities 1,699,707,593 1,860,098,574

DEAC. JEROME IKHINE MR. AMOS OTUATA

MANAGING DIRECTOR/CEO EXECUTIVE DIRECTOR

FRC/2014/NIM/00000010021 FRC/2014/ICAN/0000001002216

CAPITAL OIL PLC

STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME


Notes 31/12/14 31/12/13

N N

Revenue 2,106,210,044 2,967,933,461

Cost of Sales (1,881,925,646) (2,720,878,229)

Gross Profit 224,284,398 247,055,232

Administrative Expenses 12 (210,763,528) (580,011,182)

Selling & Distribution Expenses13 (50,965,460) (73,643,405)

Other Income 14 1,675,450 29,002,125

Loss From Operations (35,769,140) (377,597,230)

Finance income 15 3,000,100 2,380,529

Finance cost 16 (80,466,263) (84,104,449)

Loss Before Tax (113,235,303) (459,321,150)

Taxation 11.1 (17,926,064) (16,208,957)

Income(Net of tax) (131,161,367) (475,530,107)

Profit on Disposal 14.1 0 0

Profit After/ (loss) Tax (131,161,367) (475,530,107)

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CAPITAL OIL PLC

STATEMENT OF CHANGES IN EQUITY


Share Share Treasury Retained Total

Capital Premium Shares Earnings

N N N N N

Balance as at 1st January 2014 1,464,394,325 3,036,209,766 (2,642,200,000) (908,104,818) 950,299,273

Changes in the year 0 0 0 (131,161,367) (131,161,367)

Prior Year Adjustment 0 0 0 3,073,750 3,073,750

Total Comprehensive Income 1,464,394,325 3,036,209,766 (2,642,200,000) (1,036,192,435) 822,211,656

For the Year

Payment of Dividend 0 0 0 0 0

Balance as at 31st December20141,464,394,325 3,036,209,766 (2,642,200,000) (1,036,192,435) 822,211,656

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CAPITAL OIL PLC

CASH FLOW STATEMENT


CASH FLOW FROM OPERATING ACTIVITIES 2014 2013

cash flow from ordinary activities NOTE N N

Receipts from customers 2,107,917,202 2,883,965,364

Other Income 4,675,550 31,382,654

Payment to Employees/Services (2,172,860,677) (2,471,709,957)

Tax Paid 0 (2,500,000)

Net Cashflow from operating activities 22 (60,267,925) 441,138,061

Cashflow on Investing Activities

Adjustment to paid up capital 0 (600,000,000)

Purchase of fixed assets (26,453,810) (71,219,361)

Refund on Leasehold Land purchased 1.6 50,000,000 0

Proceeds From Sales of furniture 0 93,000

Cashflow From Financing Activities

Bank Interest & Similar Charges (80,466,263) (84,104,449)

Net (increase)/Decrease in Liquid funds (117,187,998) (314,092,749)

Opening Cash & Bank Balances (455,312,427) (141,219,678)

Closing Cash & Bank Balances (572,500,425) (455,312,427)

REPRESENTED BY:

Closing Cash & Bank Balances 33,238,368 98,799,497

Closing Borrowing (605,708,133) (554,103,299)

closing Bank Overdraft Balances (30,660) (8,625)

(572,500,425) (455,312,427)

19

CAPITAL OIL PLC

FOR THE YEAR ENDED 31ST DECEMBER,2014

NOTES ON THE ACCOUNTS

Note 1

1.1 The movement of these accounts during the year were as follows:

Plant

Machinery Equip. Freehold/ Motor Work

Head Office Leasehold And Furniture & Leasehold Vehicle In Computer Gas Plant

PROPERTY PLANT & EQUIPMENT Building Land Equipment Fittings Stations Progress Machines Total

COST N N N N N N N N N N

Balance 1st January,2014 262,500,000 150,022,270 65,797,787 4,353,500 620,425,019 0 249,954,802 3,823,946 19,023,550 1,375,900,874

Additions 1,800,000 0 7,131,809 6,406,947 8,800,000 1,663,404 651,650 0 26,453,810

Reclassification 14,850,000 (14,850,000) 0

Reclassification(Others) 0

Disposal 0 (70,000,000) 0 0 0 0 (70,000,000)

Balance at 31st Dec,2014 264,300,000 80,022,270 72,929,596 10,760,447 635,275,019 8,800,000 236,768,206 4,475,596 19,023,550 1,332,354,684

DEPRECIATION

Balance At 1st Jan,2014 0 0 28,009,056 1,000,135 40,859,550 0 0 2,662,427 272,275 72,803,443

Charge For The Year 0 0 6,984,556 1,831,975 12,141,102 1,320,000 0 430,077 380,475 23,088,185

Disposal 0 0 0 0 0 0 0

Balance At 31st Dec,2014 0 0 34,993,612 2,832,110 53,000,652 1,320,000 0 3,092,504 652,750 95,891,628

NET BOOK VALUE

At31st December,2014 264,300,000 80,022,270 37,935,984 7,928,337 582,274,367 7,480,000 236,768,206 1,383,092 18,370,800 1,236,463,056

At31st December,2013 262,500,000 150,022,270 37,788,731 3,353,365 579,565,469 0 249,954,802 1,161,519 18,751,275 1,303,097,431

1.2 The company's leasehold and freehold service stations were revalued on 5th october,1992 by Mark Odu & Co on the basis of open

market value. The surplus on revaluation and the accumulated depreciation amounting to N8,239,851 have been credited to retained earnings account.

1.3 The plant , machinery and equipment were revalued on 17th August,1995 by Jide Taiwo & Co on the basis of open market value.The surplus

on revaluation amounting to N5,794,941 have been credited to retained earnings .

1.4 The companies leasehold and freehold stations were revalued on 1st November,1999 by Mark Odu & Co on the basis of current open market value.

The surplus on revaluation amounting to N9,964,814 have been credited to retained earnings.

1.5 The leasehold and freehold stations were revalued on the 3rd September,2003 by Onakanmi & Partners on the basis of open market value.The surplus on

revaluation amounting to N17,384,327 have been credited to retained earnings.

1.6 Leasehold land situated at Ojota purchased at the cost of N70million in 2008 was recovered by the landlord and a refund of N50Million was made to the

company. The balance of N20million represents legal and professional fees now written off to the profit & Loss account as loss on disposal.

20

CAPITAL OIL PLC

NOTES FOR THE YEAR ENDED 31ST DECEMBER, 2014

2 Inventory 31/12/14 31/12/13

N N

Finished Goods 4,097,421 318,549

GIT 3,067,368

7,164,789 318,549

3 Trade and Other receivables

Trade Receivables 326,725,337 619,672,897

write off 0 (194,578,655)

Impairment Allowance 0 (96,661,739)

326,725,337 328,432,503

Sundry Debtors 79,886,652 119,523,354

Staff Debtors 1,051,993 207,000

407,663,982 448,162,857

The company's allowance for impairment on bad debt and write off represents its estimate

of incurred losses in respect of trade debtors. The write off were specific debts which

the company considered irrecoverable. The provision for impairment represents

customers balances which could be recovered in the future.

4 Prepayments

Others 15,177,398 9,720,239

15,177,398 9,720,239

5 Cash and Cash Equivalents

Cash on Hand 108,000 221,407

Bank Balances 33,130,368 98,578,090

33,238,368 98,799,497

Bank Overdraft 30,660 (8,625)

33,269,027 98,790,872

20A

CAPITAL OIL PLC


6 Share Capital 31/12/14 31/12/13

6.1 Authorized N N

16,120,000,000 ordinary shares

of 25kobo each 4,030,000,000 4,030,000,000

6.2 Called Up Share Capital

5,857,577,300 units @ 25kobo each 1,464,394,325 1,464,394,325

6.3 Issued and Fully Paid

2,473,177,300 units @25kobo each 618,294,325 618,294,325

6.4 TREASURY SHARES

3,384,400,000 units @25k per share 846,100,100 846,100,100

Total Issued Share Capital 1,464,394,425 1,464,394,325

The 3,384,400,000 units of treasury shares at 25k per share currently held in

the following names:

True Bond Energy Ltd 1,380,000,000 1,380,000,000

Proven Financial Services Ltd 1,258,200,000 1,258,200,000

Warehoused Shares 746,200,000 746,200,000

3,384,400,000 3,384,400,000

These treasury shares were earlier issued but payments not received and now

warehoused as Treasury Shares. The company had sought the approval

of the security and exchange commission via a letter dated March 6th,2015

and are already in discussion with potential investors.

6.6 Share Premiun 3,036,209,766 3,036,209,766

7 Accumulated Loss N N

Balance brought Forward (908,104,818) (432,574,711)

Profit/(Loss) in the year (131,161,367) (475,530,107)

Prior Year Adjustment 3,073,750 0

Balance carried Forward (1,036,192,435) (908,104,818)

8 Borrowing

Secured 48,894,965 48,894,965

unsecured 556,813,167 505,208,333

605,708,132 554,103,298

The secured loan was a revolving one year loan granted by PAC Asset management at

the interest rate of 28%

The unsecured was a soft facilty giving by Living Faith World Outreach Centre to be held

as a preferred stock for one year only in favour of the church at a annual interest rate of 12.5%.

21

CAPITAL OIL PLC


31/12/14 31/12/13

9 Deferred Tax

Balance Brought forward 99,081,362 92,963,791

Charge in the year 11,083,238 6,117,571

Balance carried forward 110,164,600 99,081,362

10 Trade Payables 26,055,918 98,486,200

The sum of N26,055.90 was due to Index Petrolube Africa Ltd for supply of petroleum

products.

10.1Other Payables and accruals

Sundry creditors 23,332,472 36,406,143

Accruals 40,982,052 57,334,395

64,314,524 93,740,53811 Current Income Tax Payable

Balance Brought Forward 64,379,277 56,787,891

Provision for the year 6,842,826 10,091,386

Payment in the year 0 (2,500,000)

Balance Carried Forward 71,222,103 64,379,277

11.1Taxation Comprehensive Income

Current Income Tax 6,842,826 10,091,386

Deferred Tax 11,083,238 6,117,571

17,926,064 16,208,95712 Administrative Expenses

Salaries & Wages 49,758,922 22,895,920

Directors Emoluments 31,690,059 38,503,000

Transport and Travelling 4,408,997 5,516,940

Entertainment 1,088,050 550,660

Utilities 2,120,605 1,029,075

Printing & Stationeries 1,521,115 2,608,136

Medical Expenses 55,050 32,500

Donation & Gifts 324,000 735,000

Office Cleaning 1,439,210 2,431,645

Insurance 1,316,510 365,439

Security Expenses 1,715,399 2,677,716

Rent & Rates 7,027,630 11,112,650

Motor Running 9,867,991 2,097,050

Repairs & Maintenance 6,802,669 9,661,169

Licences & Registration 921,819 2,009,450

Fines & Penalty 979,590 578,556

Bad Debt 0 291,240,394

Professional Services 17,069,951 32,054,401

Auditors Fees 700,000 700,000

Development Levy 0 800,000

Depreciation 23,088,185 18,650,025

Lease Charges 14,700,000 123,945,584

Disposal Account 20,000,000 (46,195.00)

AGM Expenses 0 3,951,588

Staff Welfare 13,847,776 4,981,465

Staff Training 320,000 929,015

210,763,528 580,011,182

22

CAPITAL OIL PLC


31/12/14 31/12/13

N N

13 Selling And Distribution Expenses

Advertising and Haulage Expenses 50,965,460 73,643,405

14 Other Income

Recovery of Bad Debts 0 13,333,333

Rent 1,675,450 2,526,138

Salary arreas Waived 0 10,450,986

Non refundable Deposit 0 2,691,668

1,675,450 29,002,125

15 Finance Income

Lease income 3,000,000 1,000,000

Interest Received 100 1,380,529

3,000,100 2,380,529

16 Finance Cost

Interest On loan 77,872,005 78,001,314

Bank Charges 2,594,257 6,103,135

80,466,263 84,104,449

17 PROFIT BEFORE TAX

Profit before tax is arrived at :

After Charging:

Depreciation on Fixed Asset 23,088,185 18,650,025

Auditors Remuneration 700,000 700,000

Directors Emoluments 31,690,059 38,503,000

And After Crediting

Other Income 1,675,450 29,002,125

23

CAPITAL OIL PLC


18 DIRECTORS/EMPLOYEES EMOLUMENTS

The aggregate emoluments of the 31/12/14 31/12/13

Directors were N N

Sitting Allowance 1,845,000 1,420,000

Other Emoluments excluding

Pension Contribution 29,845,059 37,083,000

31,690,059 38,503,000

The Chairman's emoluments (excluding pension

contribution) totalled

460,000 460,000

The emoluments of the highest paid Director

amounted to (excluding pension

Contribution) 37,543,000 37,543,000

The table below shows the number of Directors

of the company (excluding the Chairman) whose

remuneration (excluding pension contributions)

in respect of services to the company fell within

the range shown below:

N N

30,000,000 to 40,000,000 1 1

19 EMPLOYEES

The table shows the numbers of employees

of the company who earned over N60,000 in

the year and which fell within ranges stated

below: 31/12/14 31/12/13

N N

200,001 - 400,000 3 3

400,001 - 600,000 3 12

600,001 - 800,000 14 2

800,001 - 1,000,000 5 1

1,500,000 & Above 14 3

39 21

20 STAFF COST PER PAYROLL

N N

Wages and Salaries 49,758,922 22,895,920

The average number of persons employed

by the company during the year were:

24

CAPITAL OIL PLC


31/12/14 31/12/13

21 EARNINGS PER SHARE

Earning per share calculated on basis of the

company's profit after taxation based on the

number of ordinary shares issued and fully paid

at the end of the year (0.05) (0.19)

22 RECONCILIATION OF NET INCOME TO NET CASH

PROVIDED BY OPERATING ACTIVITIES

31/12/14 31/12/13

Net Income/(loss) After tax And Exraordinary N N

Item (131,161,367) (475,530,107)

Adjustment To Reconcile Net Income To Net

Cash Provided

Loss/(Profit) on Disposal 20,000,000 (46,196)

Depreciation 23,088,185 18,650,025

Interest And Similar Charges 80,466,263 84,104,449

Prior Year Adjustment 3,073,750 0

Reclassifications 0 0

Changes In Asset And Liabilities

(Increase)/decrease in stock (6,846,240) 599681451

(Increase)/Decrease In Debtors 35,041,716 161,779,414

Increase/(Decrease) In Trade Creditors

And Accruals (101,856,296) 38,790,068

Increase In Deffered Tax Provision 6,842,826 7,591,386

Increase/(decrease) In Tax Provision 11,083,238 6,117,571

Sub Total 70,893,442 916,668,168

Net Cash Provided By Operating Activities (60,267,925) 441,138,061

23 APPROVAL OF FINANCIAL STATEMENTS

The financial Statements were approved by the board of Directors of the company on the ….

25

CAPITAL OIL PLC

FIVE YEAR FINANCIAL SUMMARY


IFRS IFRS IFRS IFRS

2014 2013 2012 2011 2010

N N N N N

TURNOVER 2,106,210,044 2,967,933,461 1,901,955,774 1,296,513,497 144,821,180

Profit/(loss) before Taxation (113,235,303) (459,321,150) 41,957,156 5,124,520 (311,473,487)

Taxation (17,926,064) (16,208,957) (65,004,693) (58,656,900) (13,308,760)

Profit/(loss) After Taxation (131,161,367) (475,530,107) (23,047,537) (53,532,380) (324,782,247)

Extra ordinary item 0 0 59,475,151 0 0

Profit After tax and Extra ordinary item (131,161,367) (475,530,107) 36,427,614 (53,532,380) (324,782,247)

Earning/(loss) per share (kobo) (0.05) (0.19) 0.01 (0.02) (0.11)

Net Asset per share (Kobo) 0.33 0.38 0.66 0.60 0.72

BALANCE SHEET AS AT 31ST DECEMBER

CAPITAL EMPLOYED

Share Capital 1,464,394,325 1,464,394,325 618,294,325 768,286,825 768,286,825

Share Premium 3,036,209,766 3,036,209,766 1,240,109,766 1,690,109,766 1,690,109,766

Treasury Shares (2,642,200,000) (2,642,200,000)

Revaluation Reserves 0 0 0 0 41,383,933

Profit & Loss Account (1,036,192,435) (908,104,818) (432,574,711) (608,743,721) (295,936,063)

Total Capital Employed 822,211,656 950,299,273 1,425,829,380 1,849,652,870 2,203,844,461

ASSETS EMPLOYED

Fixed Assets 1,236,463,056 1,303,097,432 1,250,574,901 2,040,783,021 2,066,047,062

Current Assets 463,244,537 557,001,141 876,121,595 209,411,106 416,282,013

Current Liabilities (161,623,205) (256,614,640) (607,903,325) (339,828,748) (275,531,127)

Loans (605,708,132) (554,103,298) - (13,187,050) (6,764,128)

Deffered Taxation (110,164,600) (99,081,362) (92,963,791) (47,525,460) 3,810,641

Net Assets 822,211,656 950,299,273 1,425,829,380 1,849,652,870 2,203,844,461

26

0

500,000,000

1,000,000,000

1,500,000,000

2,000,000,000

2,500,000,000

3,000,000,000

2014 2013 2012 2011 2010

TURNOVER

TURNOV…

(500,000,000)

(400,000,000)

(300,000,000)

(200,000,000)

(100,000,000)

-

100,000,000

2014 2013 2012 2011 2010

PROFITABILITY TREND

Profit/(loss) beforeTaxationTaxation

31ST DECEMBER, 2014 ACCOUNT FOR THE YEAR …. Sina Alimi Director Mr. Eromosele Omodiagbe Director...

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