Reshaping African banking.

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Reshaping African banking.
Reshaping
African
banking.

Annual Report 2014 of Atlas Mara Limited
Reshaping African banking.
Our
Contents

                                                                                                                                                                                                    Overview
Overview
01 About Atlas Mara

                                                  success
02 What will help us succeed?

Why Africa?

                                                                                                                                                                                                    Why Africa?
18 What is our vision?
20 Africa in numbers
22 Too big to ignore
24 The rise and rise of cities
24 Governance and the rule of law
26 Trade and investment
28 Natural resources
30 Technology

                                                  is linked
32 The Atlas Mara opportunity

                                                                                                                                                                                                    Strategy
Strategy
34 Chairman’s letter
38 Chief Executive Officer’s letter
40 Business model
42 Strategy and key performance indicators
46 Relationships and responsibilities
50 Principal risks

                                                  to Africa’s

                                                                                                                                                                                                    Performance
Performance
54	Chief Financial Officer’s review
     of financial performance

Governance
62	Chairman’s introduction to

                                                  success.
    corporate governance
64 Board of Directors

                                                                                                                                                                                                    Governance
66 Board of Directors biographies
68 Corporate Governance Report
77 Directors’ Remuneration Report
86 Directors’ Report
89 Independent Auditor’s Report

Financial statements
92 Consolidated statement of financial position

                                                                                                                                                                                                    Financial statements
93 Consolidated statement of loss
93	Consolidated statement of other
    comprehensive income
94	Consolidated statement of changes
    in equity
96 Consolidated statement of cash flows
97	Organisation and significant
    accounting policies
101 Notes to the financial statements
                                                  Atlas Mara Limited (“Atlas Mara” or “the Company” and, together             Atlas Mara’s strategy is to create sub-Saharan Africa’s premier

                                                                                                                                                                                                    Additional information
                                                  with its subsidiaries, “the Group”) is a rapidly growing sub-Saharan        financial institution. We recognise that this is an audacious goal.
Additional information                            African (or “SSA”) financial services group listed on the London            We intend to achieve this by:
172 Share price information
173 Simplified company structure
                                                  Stock Exchange. Since its founding by Bob Diamond and                       –– combining our global institutional knowledge with our
                                                  Ashish J. Thakkar in late 2013, we have acquired, by way of four                extensive local insights and experience;
                                                  transactions1, control of (or significant stakes in) banking operations     –– harnessing our access to capital, liquidity and funding to
                                                  in seven sub-Saharan African countries, including Botswana,                     both support growth and enhance the competitiveness of
                                                  Zimbabwe, Zambia, Tanzania, Mozambique, Rwanda and Nigeria,                     our existing operations;
 For more information about Atlas Mara
                                                  several of which rank amongst the fastest growing countries                 –– leveraging technology to provide innovative and differentiated
 go to http://atlasmara.com                       in the world.                                                                   product offerings and excellent customer service; and
                                                                                                                              –– continuing to attract and retain top talent – people who share
                                                  We believe in sub-Saharan Africa’s potential. We believe that                   our passion for Africa and our mission to effect change.
                                                  the multi-faceted drivers of Africa’s growth will support a bright,
                                                  sustainable future. We believe that access to financial services
                                                  and competitive banking sectors can improve people’s lives. We
                                                  believe that we can be a positive disruptive force in the markets
                                                  in which we operate. We believe that we can create meaningful
                                                  value for our stakeholders.

                                                  1.	ABC Holdings Limited (“BancABC”), ADC African Development Corporation
                                                      AG (“ADC”), BRD Commercial Bank Ltd (“BRD Commercial”) and Union Bank
                                                      of Nigeria plc (“UBN”) (30% direct and indirect stake)

                                                  01          Annual Report 2014
                                                              Atlas Mara Limited
Reshaping African banking.
What will help

                                                                                                                      Overview
                                                    Operating, not
us succeed?                                         just investing
                                                    We are operators. We have          We understand the

                                                                                                                      Why Africa?
                                                    built businesses. We have run      complexities, challenges
                                                    large, multi-national, financial   and opportunities associated
                                                    services groups. We have           with the markets in
                                                    operated extensively across        which we have operations
                                                    sub-Saharan Africa.                and investments.

                                                                                                                      Strategy
                                                                                                                      Performance
                                                                                                                      Governance
                                                                                                                      Financial statements
                                                                                                                      Additional information
Leadership.
02   Annual Report 2014
     Atlas Mara Limited
                          03   Annual Report 2014
                               Atlas Mara Limited
Reshaping African banking.
What will help

                                                                                                                       Overview
                                                    Growing while
us succeed?                                         others are retreating
                                                    Operating with

                                                                                                                       Why Africa?
                                                    permanent capital
                                                    Building strong ties
                                                    with development

                                                                                                                       Strategy
                                                    financial institutions
                                                    Opportunities for growth          a vacuum that Atlas Mara
                                                    across sub-Saharan                is seeking to fill.

                                                                                                                       Performance
                                                    Africa abound. However,
                                                    constraints on capital,           We have raised significant
                                                    liquidity and funding have        equity capital, executed
                                                    served as a brake on              multiple transactions and
                                                    economic expansion.               are evaluating several more.
                                                    There are few, if any, SSA-       We have a London share
                                                    based financial institutions      listing providing access to
                                                    that would not benefit from       the equity capital markets.

                                                                                                                       Governance
                                                    enhanced access to all
                                                    three levers for growth.          Additionally, we have a
                                                                                      network of deep relationships

Capital.
                                                    At the same time, due to the      with development financial
                                                    introduction of Basel III and     institutions (“DFIs”) for whom
                                                    issues in their domestic          the provision of funding to
                                                    markets, many international       financial services companies
                                                    financial groups are retreating   is consistent with their

                                                                                                                       Financial statements
                                                    from the continent, creating      development mandates.

Liquidity.

                                                                                                                       Additional information
Funding.
04   Annual Report 2014
     Atlas Mara Limited
                          05   Annual Report 2014
                               Atlas Mara Limited
Reshaping African banking.
What will help

                                                                                                                   Overview
                                                    Leveraging
us succeed?                                         leap-frogging
                                                    technologies

                                                                                                                   Why Africa?
                                                    There is a technological        access, product availability
                                                    revolution underway across      and service to our existing
                                                    sub-Saharan Africa. African     customers and leverage
                                                    innovations are being           applications to increase
                                                    exported and copied around      financial inclusion and bank
                                                    the world. The lack of legacy   the under- and un-banked.
                                                    systems in the region has

                                                                                                                   Strategy
                                                    created unique opportunities    Migrating from mobile
                                                    to create new solutions to      money transfer to mobile
                                                    historical problems.            banking is an example
                                                                                    of the step-changes
                                                    We intend to harness            in the provision of
                                                    technology to ensure the        technology-enabled
                                                    soundness and efficiency of     financial services that
                                                    our infrastructure, enhance     we are actively evaluating.

                                                                                                                   Performance
                                                                                                                   Governance
                                                                                                                   Financial statements
                                                                                                                   Additional information
Technology.
06   Annual Report 2014
     Atlas Mara Limited
                          07   Annual Report 2014
                               Atlas Mara Limited
Reshaping African banking.
What will help

                                                                                                                     Overview
                                                    Buying, protecting
us succeed?                                         and growing assets
                                                    We have a three-pillar model     Case study: BancABC

                                                                                                                     Why Africa?
                                                    for growing the Company.         Since closing the acquisition
                                                                                     of BancABC in late August
                                                    Buy                              2014, we have been working
                                                    We have a robust pipeline        closely with the bank in:
                                                    of prospective merger and        –– improving credit
                                                    acquisition candidates and          processes;
                                                    are evaluating and negotiating   –– identifying a number
                                                    potential acquisitions and          of “quick wins”;

                                                                                                                     Strategy
                                                    partnerships.                    –– successfully supporting
                                                                                        BancABC’s obtaining
                                                    Protect                             $125 million of DFI
                                                    We are actively involved            funding; and
                                                    in enhancing the operations      –– injecting $100 million
                                                    of operating subsidiaries           of funds to support
                                                    across the Group. We                the business and its
                                                    have numerous initiatives           growth aspirations.

                                                                                                                     Performance
                                                    underway that are expected
                                                    to directly translate into
                                                    bottom line results.

                                                    Grow
                                                    We are focused on
                                                    extracting synergies
                                                    and deploying capital

                                                                                                                     Governance
                                                    to drive growth.

Buy.
                                                                                     BancABC
                                                                                     www.bancabc.com

                                                                                                                     Financial statements
Protect.

                                                                                                                     Additional information
Grow.
08   Annual Report 2014
     Atlas Mara Limited
                          09   Annual Report 2014
                               Atlas Mara Limited
Reshaping African banking.
What will help

                                                                                                                      Overview
                                                    Attracting high-
us succeed?                                         calibre talent
                                                    We are focused on attracting     experienced, like-minded

                                                                                                                      Why Africa?
                                                    and retaining the best talent    people who share our
                                                    in the industry. Since our       passion and vision to
                                                    founding, we have been           create sub-Saharan Africa’s
                                                    able to identify high-calibre,   premier financial institution.

                                                                                                                      Strategy
                                                                                                                      Performance
                                                                                                                      Governance
                                                                                                                      Financial statements
                                                                                                                      Additional information
Talent.
10   Annual Report 2014
     Atlas Mara Limited
                          11   Annual Report 2014
                               Atlas Mara Limited
Reshaping African banking.
What will help

                                                                                                               Overview
                                                    Setting high
us succeed?                                         standards
                                                    We view strong corporate      on our way to establishing

                                                                                                               Why Africa?
                                                    governance as a               the systems and processes
                                                    “differentiator” not just a   to ensure our compliance
                                                    “qualifier”. While early in   with the highest standards
                                                    our journey, we are well      of governance.

                                                                                                               Strategy
                                                                                                               Performance
                                                                                                               Governance
                                                                                                               Financial statements
                                                                                                               Additional information
Governance.
12   Annual Report 2014
     Atlas Mara Limited
                          13   Annual Report 2014
                               Atlas Mara Limited
Reshaping African banking.
What will help

                                                                                                                     Overview
                                                    Becoming the
us succeed?                                         partner of choice
                                                    Our strategy to create           innovative products to our

                                                                                                                     Why Africa?
                                                    sub-Saharan Africa’s premier     customers, empowering
                                                    financial institution involves   employees to grow and
                                                    becoming the “partner            effect change while ensuring
                                                    of choice” for customers,        accountability, earning the
                                                    employees, merger partners       trust of transaction counter-
                                                    and shareholders.                parties through transparent
                                                                                     and fair dealing, and
                                                    We will do this by offering      delivering on promises

                                                                                                                     Strategy
                                                    high levels of service and       to shareholders.

                                                                                                                     Performance
                                                                                                                     Governance
                                                                                                                     Financial statements
                                                                                                                     Additional information
Delivery.
14   Annual Report 2014
     Atlas Mara Limited
                          15   Annual Report 2014
                               Atlas Mara Limited
Reshaping African banking.
Why
Our business

                                                                                                                          Overview
in numbers:

$625m

                                                                                                                          Why Africa?
                                                             Africa?
                                         4

                                                                                                                          Strategy
of equity capital raised

                                                             An overview of our vision and

                                                                                                                          Performance
         1,600+                                              the trends and opportunities that
                                                             we see in sub-Saharan Africa.

                                                                                                                          Governance
          employees

7
                                         acquisitions

                                                                                                                          Financial statements
                                         completed in 2014
Operations and                                               In this section:
investments in
                                                             01.                          02.            03.

                                                                                                                          Additional information
                                                             What is our                  Africa in      Too big
                                                             vision?                      numbers        to ignore

                                   $   2.6bn
                                   in assets
                                                             04.
                                                             The rise and
                                                             rise of cities
                                                                                          05.
                                                                                          Governance
                                                                                          and the rule
                                                                                          of law
                                                                                                         06.
                                                                                                         Trade and
                                                                                                         investment

                                                             07.                          08.            09.
                                                             Natural                      Technology     The Atlas Mara
                                                             resources                                   opportunity

                       countries
16    Annual Report 2014                                     17      Annual Report 2014
      Atlas Mara Limited                                             Atlas Mara Limited
Bob Diamond                   Ashish J. Thakkar   To fulfil its potential, Africa needs:

                                                                                                                                            Overview
                                                                                                           SSA countries

                                                                                                           48
 Founder Director              Founder Director
                                                   –	investment in infrastructure to
                                                      support inter- and intra-regional trade;
                                                   –	good governance; and
                                                   –	customer-centric, innovative, inclusive

                                                                                                                                            Why Africa?
                                                      financial services.                                  SSA population size

                                                   Although sub-Saharan Africa is seeing
                                                   broad-based economic growth and locally-
                                                   driven innovation on the one hand, there is a
                                                                                                           937m

                                                                                                                                            Strategy
                                                                                                           Total GDP of Africa

                                                                                                           $1.6tr
                                                   retreat of multi-national banking groups and a
                                                   lack of access to capital, liquidity and funding
                                                   by local and regional banks on the other.

                                                                                                                                            Performance
                                                   To us, this provides a clear opportunity to create      Source: World Bank Indicators.

                                                   a financial services group to participate in industry
                                                   consolidation and serve as a catalyst for stimulating
                                                   and accelerating economic growth. It involves
                                                   leap-frogging outdated business models through

                                                                                                                                            Governance
                                                   effectively harnessing technology, offering enhanced
                                                   products and services to both retail and corporate
                                                   customers, as well as ensuring strong governance,
                                                   risk management, processes and systems.

                                                                                                                                            Financial statements
                                                   Atlas Mara is the embodiment of our vision.
                                                   We plan to be a positive disruptive force in
                                                   sub-Saharan African financial services.

                                                                                                                                            Additional information
                                                   Before focusing on Atlas Mara and the

01.                                                achievements of the past 16 months, as well
                                                   as the road ahead, we would like to outline the

What is
                                                   reasons for our optimism about sub-Saharan
                                                   Africa. In particular, we describe the promising
                                                   prospects for growth and diversity that mark
                                                   it out from other developing economies. ​

our vision?
                                                   Bob Diamond                    Ashish J. Thakkar
                                                   Founder Director               Founder Director

                                                                                                            More online
                                                                                                            http://atlasmara.com

18        Annual Report 2014                       19        Annual Report 2014
          Atlas Mara Limited                                 Atlas Mara Limited
Eritrea      Sudan        Somalia

                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  Overview
                                                                                                                                                                                                                                                                                                                                                                                     Capital      Capital      Capital
                                                                                                                                                                  Lagos to London1

                                                                                                                                                                  5,021km
                                                                                                                                                                                                                                                                                                                                                                                     Asmara       Khartoum     Mogadishu
                                                                                                                                                                                                                                                                                                                                                                                     GDP          GDP          GDP
                                                                                                                                                                                                                                                                                                                                                                                     $3.4bn       $66.6bn      $1.3bn2
                                                                                                                                                                                                                                                                                                                                                                                     Population   Population   Population
                                                                                                                                                                                                            London                                                                                                                                                                   6.3m         38.0m        10.5m
                                                                                               Senegal         Mali         Mauritania                                                                                     Burkina Faso   Nigeria         Niger        Central        Chad         Democratic                                                                                                                                         Ethiopia      South Sudan
                                                                                               Capital         Capital      Capital                                                                                        Capital        Capital         Capital      African        Capital      Republic of                                                                                                                                        Capital       Capital
                                                                                               Dakar           Bamako       Nouakchott                                                                                     Ouagadougou    Abuja           Niamey       Republic       N’Djamena    the Congo                                                                                                                                          Addis Ababa   Juba
                                                                                               GDP             GDP          GDP                                                                                            GDP            GDP             GDP          Capital        GDP          Capital                                                                                                                                            GDP           GDP
                                                                                               $14.8bn         $10.9bn      $4.2bn                                                                                         $11.6bn        $521.8bn        $7.4bn       Bangui         $13.5bn      Kinshasa                                                                                                                                           $47.5bn       $11.8bn
                              Dakar to New York1

                              6,148km
                                                                                                                                                                                                                                                                       GDP                         GDP

                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  Why Africa?
                                                                                               Population      Population   Population                                                                                     Population     Population      Population                  Population                                                                                                                                                      Population    Population
                                                                                               14.1m           15.3m        3.9m                                                                                           16.9m          173.6m          17.8m        $1.5bn         12.8m        $32.7bn                                                                                                                                            94.1m         11.3m
                                                                                                                                                                                                                                                                       Population                  Population
                                                                                                                                                                                                                                                                       4.6m                        67.5m

                                                                            New York

                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  Strategy
Guinea       Guinea-      Cape Verde   The Gambia
Capital      Bissau       Capital      Capital
Conakry      Capital      Praia        Banjul
GDP          Bissau       GDP          GDP
$6.1bn       GDP          $1.9bn       $0.9bn
Population   $1.0bn       Population   Population
11.7m        Population   0.5m         1.8m                                                                                                                                                                                    Non sub-Saharan                                                                                          Dar es Salaam to Mumbai1

                                                                                                                                                                                                                                                                                                                                        4,669km
             1.7m
                                                                                                                                                                                                                                    Africa

                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  Performance
                                                                                                                                                                                                                               Sub-Saharan                                                                                              Mumbai                                                                                                        Seychelles    Tanzania
                                                                                                                                                                                                                                  Africa                                                                                                                                                                                                              Capital       Capital
                                                                                                                                                                                                                                                                                                                                                                                                                                                      Victoria      Dodoma
                                                                                                                                                                                                                                                                                                                                                                                                                                                      GDP           GDP
                                                                                                                                                                Dakar                                                                                                                                                                                                                                                                                 $1.4bn        $33.2bn

                                                                                               Côte d’Ivoire   Liberia      Sierra Leone                                                                                                                                                                                                                                                          Uganda       Kenya        Rwanda       Burundi      Population    Population
                                                                                                                                                                                                                                                                                                                                                                                                                                                      0.1m          49.3m

02.
                                                                                               Capital         Capital      Capital                                                                                                                                                                                                                                                               Capital      Capital      Capital      Capital
                                                                                               Yamoussoukro    Monrovia     Freetown                                                                                                                                                                                                                                                              Kampala      Nairobi      Kigali       Bujumbura

                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  Governance
                                                                                               GDP             GDP          GDP                                                                                                                                                                                                                                                                   GDP          GDP          GDP          GDP
                                                                                               $31.1bn         $2.0bn       $4.1bn                                                                                                                                                                                                                                                                $21.5bn      $55.2bn      $7.5bn       $2.7bn
                                                                                               Population      Population   Population                                                                            Lagos                                                                                                                                                                           Population   Population   Population   Population
                                                                                               20.3m           4.3m         6.1m                                                                                                                                                                                                                                                                  37.6m        44.4m        11.8m        10.2m

Africa in

                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  Financial statements
numbers
                                                                                                                                                                                                                                                                                         Dar es Salaam
                                                                                               Ghana           Togo         Benin
                                                                                               Capital         Capital      Capital
                                                                                               Accra           Lomé         Porto Novo
                                                                                               GDP             GDP          GDP
                                                                                               $48.1bn         $4.3bn       $8.3bn
                                                                                               Population      Population   Population

                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  Additional information
                                                                                               25.9m           6.8m         10.3m

Sub-Saharan Africa recorded a compound annual
growth rate (“CAGR”) in GDP of approximately                                                   Dakar to São Paulo1

                                                                                               5,306km
5% for the period from 2008-2014. The underlying                                                                                         São Paulo

drivers of this growth are broad-based and robust:                                                                                                                                                                                                     Johannesburg

–– Favourable demographics                         –– Regional integration
–– Increasing rates of                              –– Unparalleled natural
    urbanisation                                       resources                                                                                     São Tomé
                                                                                                                                                     and Príncipe
                                                                                                                                                                     Equatorial
                                                                                                                                                                     Guinea
                                                                                                                                                                                  Cameroon
                                                                                                                                                                                  Capital
                                                                                                                                                                                               Gabon
                                                                                                                                                                                               Capital
                                                                                                                                                                                                             Republic
                                                                                                                                                                                                             of Congo
                                                                                                                                                                                                                           Angola
                                                                                                                                                                                                                           Capital
                                                                                                                                                                                                                                          Namibia
                                                                                                                                                                                                                                          Capital
                                                                                                                                                                                                                                                                       South Africa
                                                                                                                                                                                                                                                                       Capitals
                                                                                                                                                                                                                                                                                      Lesotho
                                                                                                                                                                                                                                                                                      Capital
                                                                                                                                                                                                                                                                                                   Swaziland
                                                                                                                                                                                                                                                                                                   Capitals
                                                                                                                                                                                                                                                                                                                 Botswana
                                                                                                                                                                                                                                                                                                                 Capital
                                                                                                                                                                                                                                                                                                                                                         Madagascar
                                                                                                                                                                                                                                                                                                                                                         Capital
                                                                                                                                                                                                                                                                                                                                                                        Mauritius
                                                                                                                                                                                                                                                                                                                                                                        Capital
                                                                                                                                                                                                                                                                                                                                                                                     Zimbabwe
                                                                                                                                                                                                                                                                                                                                                                                     Capital
                                                                                                                                                                                                                                                                                                                                                                                                  Mozambique
                                                                                                                                                                                                                                                                                                                                                                                                  Capital
                                                                                                                                                                                                                                                                                                                                                                                                               Zambia
                                                                                                                                                                                                                                                                                                                                                                                                               Capital
                                                                                                                                                                                                                                                                                                                                                                                                                            Malawi
                                                                                                                                                                                                                                                                                                                                                                                                                            Capital
                                                                                                                                                                                                                                                                                                                                                                                                                                         Comoros
                                                                                                                                                                                                                                                                                                                                                                                                                                         Capital
–– Relative political stability                     –– Technological innovation                                                                      Capital
                                                                                                                                                     São Tomé
                                                                                                                                                                     Capital
                                                                                                                                                                     Malabo
                                                                                                                                                                                  Yaoundé
                                                                                                                                                                                  GDP
                                                                                                                                                                                               Libreville
                                                                                                                                                                                               GDP
                                                                                                                                                                                                             Capital
                                                                                                                                                                                                             Brazzaville
                                                                                                                                                                                                                           Luanda
                                                                                                                                                                                                                           GDP
                                                                                                                                                                                                                                          Windhoek
                                                                                                                                                                                                                                          GDP
                                                                                                                                                                                                                                                                       Pretoria,
                                                                                                                                                                                                                                                                       Cape Town,
                                                                                                                                                                                                                                                                                      Maseru
                                                                                                                                                                                                                                                                                      GDP
                                                                                                                                                                                                                                                                                                   Lobamba,
                                                                                                                                                                                                                                                                                                   Mbabane
                                                                                                                                                                                                                                                                                                                 Gaborone
                                                                                                                                                                                                                                                                                                                 GDP
                                                                                                                                                                                                                                                                                                                                                         Antananarivo
                                                                                                                                                                                                                                                                                                                                                         GDP
                                                                                                                                                                                                                                                                                                                                                                        Port Louis
                                                                                                                                                                                                                                                                                                                                                                        GDP
                                                                                                                                                                                                                                                                                                                                                                                     Harare
                                                                                                                                                                                                                                                                                                                                                                                     GDP
                                                                                                                                                                                                                                                                                                                                                                                                  Maputo
                                                                                                                                                                                                                                                                                                                                                                                                  GDP
                                                                                                                                                                                                                                                                                                                                                                                                               Lusaka
                                                                                                                                                                                                                                                                                                                                                                                                               GDP
                                                                                                                                                                                                                                                                                                                                                                                                                            Lilongwe
                                                                                                                                                                                                                                                                                                                                                                                                                            GDP
                                                                                                                                                                                                                                                                                                                                                                                                                                         Moroni
                                                                                                                                                                                                                                                                                                                                                                                                                                         GDP
–– Increased foreign direct                            and early adoption                                                                            GDP
                                                                                                                                                     $0.3bn
                                                                                                                                                                     GDP
                                                                                                                                                                     $15.6bn
                                                                                                                                                                                  $29.6bn      $19.3bn       GDP
                                                                                                                                                                                                             $14.1bn
                                                                                                                                                                                                                           $124.2bn       $13.1bn                      Bloemfontein
                                                                                                                                                                                                                                                                       GDP
                                                                                                                                                                                                                                                                                      $2.3bn       GDP
                                                                                                                                                                                                                                                                                                   $3.8bn
                                                                                                                                                                                                                                                                                                                 $14.8bn                                 $10.6bn        $11.9bn      $13.5bn      $15.6bn      $26.8bn      $3.7bn       $0.6bn

    investment
                                                                                                                                                                                  Population   Population                  Population     Population                                  Population                 Population                              Population     Population   Population   Population   Population   Population   Population
                                                                                                                                                     Population      Population   22.3m        1.7m          Population    21.5m          2.3m                         $350.6bn       2.1m         Population    2.0m                                    22.9m          1.3m         14.1m        25.8m        14.5m        16.4m        0.7m
                                                                                                                                                     0.2m            0.8m                                    4.4m                                                      Population                  1.2m
                                                                                                                                                                                                                                                                       53.0m
The perception gap with respect of                  the governments and citizenry of the

                                                                                                                                                                                                                           6,698km
the realisable potential of sub-Saharan             48 countries that constitute sub-Saharan                                                                                                                               Dakar to Johannesburg1
Africa is narrowing as people increasingly          Africa continue to make impressive
recognise the pace of change across the             forward strides. We aim to “change
continent. Although negatives such as               the conversation” when it comes to                                                                                                                                                                                                                                        GDP and Population Source: World Bank, World Development Indicators Database.
                                                                                                                                                                                                                                                                                                                              1.	Source: http://distance.to.
Ebola, terrorism and corruption continue            the expectations and opportunities                                                                                                                                                                                                                                        2. Somalia GDP as at 2012. Source: http://data.un.org.
to define some attitudes towards Africa,            that define Africa in the 21st century.

20           Annual Report 2014
             Atlas Mara Limited
Modern Africa
                                                          51.6m

                                                                                                                                                                                                                                                                                                                                                                                Overview
                                                                                                                                                                                                                           This is the world’s

                                                                           03.
                                                                                                                                                                    Population of African continent                                                                                 Abidjan to Paris                                     Land mass1

                                                                                                                                                                    1bn+
                                                                                                                                                                                                                                                                                    flight time4                                         (sq. km)

snapshot:                                                                                                                                                                                                                  second largest – and
                                                                                                                                                                                                                           second most populous –                                   6hrs 33mins                                          China9,388,211
                                                                                                                                                                                                                                                                                                                                         Brazil8,358,140

                                                                           Too big
                                                                                                                                                                                                                           continent: one into                                                                                           USA28,080,464
                                                          Facebook users                                                                                                                                                   which the USA2, China,                                                                                        India2,973,190
                                                                                                                                                                                                                                                                                                                                         United Kingdom 241,930
                                                                                                                                                                                                                           India, Brazil and the

                                                                                                                                                                                                                                                                                                                                                                                Why Africa?
                                                                                                                                                                                                                                                                                                                                         Total29,041,935
                                                                                                                                                                     Population of SSA1                                    UK taken together,

16%
                                                                                                                                                                                                                           could be comfortably
                                                                                                                                                                                                         382m                                                                                                                            Africa329,379,216

                                                                           to ignore
                                                                                                                                                                                                                 in 1980
                                                                                                                                                                                                                           accommodated. It is
                                                                                                                                                                                                                           hugely diverse.
                                                                                                                                                                                                          937m

                                                                                                                                                                                                                                                                                                                                                                                Strategy
                                                                                                                                                                                                                 in 2013

Internet penetration                                                                                                                                                Population increase in SSA since 1994                                                                                                                                                  ​ airobi to Dubai
                                                                                                                                                                                                                                                                                                                                                           N

                                                                                                                                                                    371m
                                                                           It seems almost impertinent to talk           The population of sub-Saharan Africa                                                                                                                                                                                              flight time4

                                                                                                                                                                                                                                                                                                                                                                                Performance
                                                                                                                                                                                                                                                                                                                                                           4hrs 54mins
                                                                           about Africa as a “market”.                   has been estimated at more than 900
                                                                                                                         million. There has been a population                                                                                                                                   USA 2
                                                                           This is the world’s second largest –          increase of approximately 270 million
                                                                           and second most populous – continent:         during the past 13 years alone (a 2.7%
                                                                           one into which the USA2, China, India,        compound annual growth rate). Young

                                     50%
                                                                           Brazil and the UK taken together, could       people constitute a high proportion of
                                                                           be comfortably accommodated. It is            this number. In 2012, for example, 45%                                                                                 India
                                                                           hugely diverse and richly textured.           of the population of Tanzania was under

                                                                                                                                                                                                                                                                                                                                                                                Governance
67
                                     of urban residents                    The continent as a whole comprises
                                                                                                                         15 years of age. Spain, which has a
                                                                                                                         similar population to Tanzania, has a
                                                                                                                                                                    Africa, as a continent,
                                     are online                            54 countries, and more than a billion         mere 15% of its population under the       will surpass China, in
                                                                           people who speak up to 3,000 languages.       age of 15. The United Nations has
                                                                                                                         projected that Africa, in aggregate,
                                                                                                                                                                    terms of working age
                                                                           Distances and links can be surprising.        will represent 40% of global population    population by 2040.
                                                                           For example, Dakar in Senegal is closer       growth to 2030 and McKinsey & Co.
                                                                           to New York City than it is to Johannesburg   expects the working age population of                                                                                                                                           China

                                                                                                                                                                                                                                                                                                                                                                                Financial statements
                                                                           – and even closer to São Paulo. Abuja         Africa to surpass that of China by 2040.   Young population

                                                                                                                                                                    45%
                                                                           in Nigeria is as close to London as           The “dependency ratio” (number of
                                                                           the Tanzanian capital Dar es Salaam           working age people to the number
                                                                           is to Mumbai.                                 of dependents) is expected to decline
                                                                                                                         dramatically, thus supporting increases
                                                                                                                         in GDP per capita.                                                                                Luanda to
                                                                                                                                                                    population of Tanzania under 15 years old.             Rio de Janeiro
                                                                                                                                                                                                                           flight time4

                                                                                                                                                                                                                                                                                                                                                                                Additional information
                                                                                                                                                                                                                           8hrs13mins
                                                                            Top 24 languages spoken in SSA                                                          Distances and links
                                                                                                                                                                    can be surprising.

                                                                m
                                                                                                                                                                    For example, Dakar                                                                                                                           Brazil                               UK

                                                                                                                                                                    in Senegal is closer
                                                                                                                                                                    to New York City than
                                                                                                                                                                    it is to Johannesburg –
                                                                                                                                                                    and even closer to
                                                                                                                                                                    São Paulo.

                                                                                                                                                                    Languages spoken (approximately)

                                                                                                                                                                    3,000
Smartphones                                                                                                                                                                                                                Above map is for visualisation purposes only.
                                                                                                                                                                                                                           1. Source: World Bank, World Development Database.
                                                                                                                                                                                                                                                                                                                                                           Johannesburg to
                                                                                                                                                                                                                                                                                                                                                           Perth​flight time4

                                                                                                                                                                                                                                                                                                                                                           10hrs 51mins
                                                                                                                                                                                                                           2. Contiguous US​(excluding Alaska, Hawaii). Source: http://en.wikipedia.org/wiki/Contiguous_United_States.
Source: McKinsey Global Institute,                                                                                                                                                                                         3. Excludes Western Sahara.
Lions go digital, November 2013.                                                                                                                                                                                           4. Source: www.travelmath.com.

21           Annual Report 2014                                            22         Annual Report 2014                                                                                                                   23           Annual Report 2014
             Atlas Mara Limited                                                       Atlas Mara Limited                                                                                                                                Atlas Mara Limited
City trends across Africa

                                                                                                                                                                                                                                                                                                                                  Overview
04.
                                                                                                                                                  Cities in Africa with a population
                                                                                                                                                  over 1 million1

                                                                                                                                                  52
                                                                                                                                                                                                                                        Algiers

                                                                                                                                                                                                                           Rabat
                                                                                                                                                                                                              Casablanca
                                                                                                                                                                                                                                                           Tripoli
                                                                                                                                                                                                                                                                            Alexandria

The rise and rise of cities
                                                                                                                                                                                                                                                                                  Giza             Cairo

                                                                                                                                                  46 of which are in SSA.

                                                                                                                                                                                                                                                                                                                                  Why Africa?
                                                                                                                                                                                                                                                                                              Shubra al-Khaymah

The African continent is expected to have      owing to the efficiencies that stem from the      By contrast, electricity generation has
the world’s fastest rate of urbanisation       opportunities and services that cities can        stagnated, and transport development has         The number of cities with                                                                                                       Omdurman        Khartoum
from 2020 to 2050. With more than 40%          provide to their residents. These include         been limited. The 48 sub-Saharan African         populations between 5 million and                         Dakar

of the population already living in cities,    the ability to accelerate financial inclusion.    countries, with a population of more than        10 million is expected to increase,                                                              Kano
the continent is more urbanised than                                                             900 million, generate roughly the same           from three in 2014 to 12 in 2030.                     Conakry
                                                                                                                                                                                                                                                  Kaduna

                                                                                                                                                                                3
                                                                                                                                                                                                                                Lagos
India (30%) and closer to Chinese levels       Infrastructure – making things possible           power as Spain with a population of                                                                    Freetown                           Ibadan
                                                                                                                                                                                                                                                                                                             Addis Ababa

                                                                                                                                                                                                                                                                                                                                  Strategy
(45%). Some 56% of Africa’s population         Adequate and reliable social and economic         47 million, and only about 32% of the            2014                                                                Abidjan
                                                                                                                                                                                                                                          Benin City
                                                                                                                                                                                                                                            Port Harcourt
is projected to be living in urban areas       infrastructure, such as power plants,             population of sub-Saharan Africa has                                                                                           Accra
                                                                                                                                                                                                                                        Douala      Yaoundé
by 2050.                                       access to water, roads, railways, ports           access to electricity.                                                                                                                                                                                               Mogadishu

                                               and housing have long been identified as
                                                                                                                                                                                                                                                                                                          Nairobi
There are currently 52 cities in Africa with   major pre-requisites for the attainment of        This will not be resolved quickly.

                                                                                                                                                                               12
                                                                                                                                                                                                                                             Brazzaville               Kinshasha
a population of more than 1 million people     sustainable growth and development of             However, in the view of the International
of which 46 are in sub-Saharan Africa.         African economies. In 2006, for example,          Monetary Fund, modest improvement in             2030                                                                                                                                                         Dar es Salaam
Of Africa’s three mega-cities (populations     it was estimated that trade within the West       infrastructure is not solely a matter of                                                                                                  Luanda

                                                                                                                                                                                                                                                                                                                                  Performance
greater than 10 million), two are in           African Economic and Monetary Union               financial constraints, but a matter of                                                                                                                                                  Lubumbashi
sub-Saharan Africa: Lagos (Nigeria) and        (WAEMU) could increase threefold if all           countries making the most of new financing
Kinshasa (Democratic Republic of Congo).       intra-state roads linking the countries of        instruments, removing regulatory barriers,                                                                                                                                              Lusaka

By 2030, sub-Saharan Africa is expected        the Union were paved.                             while simultaneously controlling fiscal risks                                                                                                                                               Harare
to have a further three mega-cities: Dar es                                                      and maintaining debt sustainability.
Salaam (Tanzania), Johannesburg (South         Progress in infrastructure so far this century
Africa) and Luanda (Angola). The number        in sub-Saharan Africa has been driven by          This creates a tremendous opportunity
of cities with populations of between          unprecedented expansion in information/           for financial institutions to connect African   Africa is expected to be                                                                                                                 Pretoria
                                                                                                                                                                                                                                                                                                 Maputo

                                                                                                                                                                                                                                                                                                                                  Governance
                                                                                                                                                                                                                                                                            Soweto
5 million and 10 million is also expected to
increase, from three in 2014 to 12 in 2030.
                                               communications technology. Mobile phone
                                               subscriptions have grown at a rate of 40%
                                                                                                 markets to broader international capital
                                                                                                 markets with an emphasis on facilitating
                                                                                                                                                 the fastest urbanising                                                                                                                  Johannesburg
                                                                                                                                                                                                                                                                                             Durban

                                               a year during the past decade, and about          trade finance and making large                  part of the world from
Increasing urbanisation is a widely
recognised measure of economic growth
                                               half of countries have moved from under
                                               one phone per 100 people in 2000 to
                                                                                                 infrastructure projects happen.                 2020 to 2050.                                                                                                        Cape Town

and increasing GDP per capita, largely         more than 50 a decade later.
                                                                                                                                                                                                               Population greater                  Population between                             Population greater
                                                                                                                                                                                                               than 10 million                     5 million and 10 million                       than 1 million

                                                                                                                                                                                                                                                                                                                                  Financial statements
                                               Creating a positive legacy                        presidents of Mozambique, Botswana
                                                                                                                                                 The ranks of ministries across sub-Saharan Africa

05.
                                               While conflicts persist across the region,        and Cape Verde. While this reflects well                                                                                                                            World Bank’s “Ease of Doing
                                               sub-Saharan Africa has experienced a              on the credibility of the prize, it does not                                                                                                                        Business” rankings2
                                                                                                                                                 are staffed by young, well-educated, ambitious

                                                                                                                                                                                                                                                                                                                                  Additional information
                                               degree of relative political stability not seen   necessarily put African governance in                                                                                                                               (selected countries)
                                               since the end of the colonial period. Ashish      a good light. The parallel Ibrahim Index        people who have spent time in the world’s capitals
                                               has first-hand experience of the devastation      of African Governance has shown little                                                                                                                                #7         United States
                                                                                                                                                 and leading businesses and have decided to return
Governance
                                               that can be wrought by conflict, and we           change in terms of which countries lead
                                               believe that there is a conscious drive
                                               across the region to create institutional
                                                                                                 the league tables and which trail them.         home to make a difference.                                                                                           #46         Rwanda

and the rule                                   structures to ensure that the past is not
                                               repeated. The ranks of ministries across
                                                                                                 Is doing business in every jurisdiction easy?
                                                                                                 No. However, the “direction of travel” in
                                                                                                                                                                                                                                                                      #62         Russia

of law
                                               sub-Saharan Africa are filled by young,           our view is both positive and clear. For        In terms of banking regulations, as the IMF         While the IMF has recently highlighted                           #70         Ghana
                                               well-educated, ambitious people who               example, in the World Bank’s “Ease of           has noted, we believe that multi-country            that more work needs to be done in
                                               have spent time in the world’s capitals           Doing Business” rankings, Rwanda (#46),         African banks can contribute positively to          order to appropriately regulate the                              #74         Botswana
                                               and leading businesses, and have decided          Ghana (#70) and Botswana (#74), compare         the economies in which they operate by:             continued emergence of multi-country
                                               to return home to make a difference.              favourably to selected other developing         –– increasing competition and efficiency;           African banking groups, we have seen,                            #90         China
                                                                                                 economies. In addition, in the last 30 years,   –– increasing financial inclusion and               first-hand, a concerted effort on the part
                                               Nonetheless, there remains reason for             sub-Saharan Africa has realised a steady            product innovation;                             of sub-Saharan African central banks                            #111         Zambia
                                               scepticism. One of the world’s most               increase from -5 to +2 in one of the world’s    –– contributing to financial stability through      to coordinate their activities and align
                                               prestigious prizes – on par, in our view,         leading indicators for political authority,         diversification; and                            their approaches to supervision.                                #120         Brazil
                                               with the Nobel prizes – is funded by the          the Polity IV Index. This supports the strong   –– driving significant convergence through
                                               Sudanese billionaire Mo Ibrahim to reward         belief that there is increasing transparency        the adoption of IFRS, implementation                                                                            #136         Kenya
                                               excellence in African leadership and              and stability in the political landscape            of Basel II, and asset classification.
                                               comes with a monetary award of                    which benefits businesses and local                                                                                                                                 #142         India
                                               $5 million. However, it has only been             communities alike.
                                               awarded three times since its inception
                                               in 2007. The recipients were the former
                                                                                                                                                 1. Source: The African Economist, December 2012.
                                                                                                                                                 2. Source: World Bank’s “Ease of Doing Business” report 2015. www.doingbusiness.org.

24         Annual Report 2014                                                                                                                    25           Annual Report 2014
           Atlas Mara Limited                                                                                                                                 Atlas Mara Limited
Overview
                                                                                                                                                                                                                                                                                                                                      Value of bank-intermediated trade
 Imports in EAC, ECOWAS and SADC1                                                                                                                                                                       Since the late 1990s, investment in sub-Saharan                                                                               finance in Africa
                                                                                                                                                                                                        Africa has blossomed. The size of foreign direct
                                                                                                                                                                                                                                                                                                                                      $330-350bn
 $bn
 250

 200                                                                                187.5                                           195.4                                       203.5                   investment (“FDI”) inflows into the continent,
 150
                                      150.6                                                                                                                                                             as a whole, increased at a CAGR of around 13%                                                                                 This is roughly equal to one-third of
                                                                           124.5
 100
                            96.5                                                                                          99.6                                         110.3                            between 2000 and 2013.                                                                                                        total African trade.3

                                                                                                                                                                                                                                                                                                                                                                                        Why Africa?
 50                                                            34.3                                              35.6                                           37.3
                    n/a
                                                                                                                                                                                                        Capital inflows in SSA 2 (excluding SA)                                                                                       Value of unmet demand for
                            2010                                           2011                                           2012                                         2013
                                                                                                                                                                                                        $bn
                                                                                                                                                                                                                                                                                                                                      bank-intermediated trade finance3

                                                                                                                                                                                                                                                                                                                                      $110-120bn
     EAC        ECOWAS                SADC                                                                                                                                                              60
                                                                                                                                                                                                        50
                                                                                                                                                                                                        40

                                                                                                                                                                                                                                                                                                                                                                                        Strategy
                                                                                                                                                                                                        30
 Exports in EAC, ECOWAS and SADC1                                                                                                                                                                       20
 $bn                                                                                                                                                                                                    10

 250                                                                                221.7                                           222.1                                                                     ’95   ’96   ’97   ’98   ’99   ’00      ’01     ’02   ’03   ’04   ’05   ’06   ’07   ’08   ’09   ’10   ’11   ’12   ’13
                                                                                                                                                                                220.0
 200                                                                                                                      187.4
                                      175.6                                168.4                                                                                                                            Inward FDI flows
 150                                                                                                                                                                   139.3
                            112.6
 100

                                                                                                                                                                                                                                                                                                                                                                                        Performance
                                                                                                                                                                                                        Announced value of FDI greenfield projects2 (cumulative 2009-2013)
 50                                                                                                                                                                                                     (Manufacturing and services)
                                                                   13.4                                          13.9                                           12.9
                    n/a
                            2010                                           2011                                           2012                                         2013                             Host                          Total value          Share of investment
                                                                                                                                                                                                        region                           $ billion         from Africa %
     EAC        ECOWAS                SADC                                                                                                                                                              ECOWAS                                 58                                                                              37
                                                                                                                                                                                                        EAC                                    31                                                                              36
                                                                                                                                                                                                        ECCAS                                  23                                                                              18

                                                                                                                                                                                                                                                                                                                                                                                        Governance
 BRICs exports to SSA 2                                                                              BRICs imports from SSA 2                                                                           SADC                                   83                                                                              17

 $bn                                                                                                 $bn                                                                                                COMESA                               106                                                                               15

 120                                                                                                 180                                                                                                UMA                                    43                                                                              1
                                                                                                     160                                                                                                Africa                               281                                                                               17
 100
                                                                                                     140
 80                                                                                                  120
                                                                                                     100
 60
                                                                                                     80                                                                                                Open for business                                                 economic ties being forged by way                           This is a first step towards building

                                                                                                                                                                                                                                                                                                                                                                                        Financial statements
 40                                                                                                  60                                                                                                In addition to the trends in FDI, the trends                      of the institutionalisation of Africa’s regional            capacity and competitiveness for
                                                                                                     40
 20
                                                                                                     20                                                                                                in inter- and intra-regional trade amongst                        trading blocs. In particular, we see the                    exporting globally. Geography provides
                                                                                                                                                                                                       Africa’s regional economic trading blocs                          Southern African Development Community                      another rationale for boosting intra-African
       ’00    ’01     ’02    ’03     ’04   ’05   ’06   ’07   ’08     ’09    ’10    ’11   ’12   ’13         ’00    ’01     ’02     ’03   ’04   ’05   ’06   ’07    ’08   ’09     ’10   ’11   ’12   ’13   are equally positive. The chart opposite                          (“SADC”), East Africa Community (“EAC”)                     trade. Many African countries, for example
     Brazil         China          India      Russian Federation           Total BRIC                  Brazil           China       India      Russian Federation            Total BRIC
                                                                                                                                                                                                       shows that, since the early 2000s,                                and Economic Community of West African                      those in southern Africa, are a long way
                                                                                                                                                                                                       inter-regional trade between sub-Saharan                          States (“ECOWAS”) as examples of the                        from the large consumer markets in
                                                                                                                                                                                                       Africa and the BRIC countries has been                            impact that policy-makers focused on                        Europe, North America and Asia. Enhanced
                                                                                                                                                                                                       increasing dramatically. In our view, this                        achieving common goals can have on                          regional trade will enable these countries

                                                                                                                                                                                                                                                                                                                                                                                        Additional information
                                                                                                                                                                                                       is one of the key answers to the question                         economic development. Further regional                      to overcome the burden associated
                                                                                                                                                                                                       we are sometimes asked along the lines                            integration will meaningfully decrease                      with exporting to distant markets.
                                                                                                                                                                                                       of “Why is investing in Africa different                          historical “friction costs” arising due to
                                                                                                                                                                                                       this time?”.                                                      different regulations in different countries                There is also a marked shift towards
                                                                                                                                                                                                                                                                         or economic zones.                                          the services sector as a driver of growth
                                                                                                                                                                                                       As opposed to previous periods of                                                                                             in a number of African economies.

 06.
                                                                                                                                                                                                       expansion, sub-Saharan Africa’s current                           Expanding regional trade provides                           This trend, which is supported by
                                                                                                                                                                                                       growth is broader-based and not                                   African countries with an opportunity                       local and international development
                                                                                                                                                                                                       nearly as reliant upon traditional trading                        to address a major constraint to export                     agencies, reflects growing demand
                                                                                                                                                                                                       relationships as it has been in the past.                         competitiveness imposed by the                              from Africa’s burgeoning middle class

Trade and
                                                                                                                                                                                                                                                                         small size of their national economies.                     and the impact of urbanisation, as
                                                                                                                                                                                                       In our view, inter- and intra-regional                            In particular, it will enable African                       well as the need for the continent
                                                                                                                                                                                                       trade is critical to the sustainability of                        enterprises to enhance competitiveness                      to diversify its trade and economies
                                                                                                                                                                                                       the continent’s ongoing development.                              through exploiting economies of scale                       away from commodities.
                                                                                                                                                                                                       It is heartening to see the closer                                associated with having a larger market.

investment
                                                                                                                                                                                                       EAC – East Africa Community                                                                                                   1.	Source: Trade Map (http://www.trademap.org/
                                                                                                                                                                                                       ECOWAS – Economic Community of West African States                                                                                Country_SelProduct_TS.aspx); For some years,
                                                                                                                                                                                                       SADC – Southern African Development Community                                                                                     not all countries in each trade block have
                                                                                                                                                                                                       SSA – Sub-Saharan Africa                                                                                                          reported import/export data. Values in these
                                                                                                                                                                                                       BRIC – Brazil, Russia, India, China                                                                                               years are shown as “n/a”.
                                                                                                                                                                                                       ECCAS – Economic Community of Central African States                                                                          2. Source: http://unctadstat.unctad.org/EN
                                                                                                                                                                                                       COMESA – Common Market for Eastern and Southern Africa                                                                        3.	Source: African Development Bank, “Trade
                                                                                                                                                                                                       UMA – Union du Maghreb Arabe                                                                                                      in Africa”, December 2014.

26              Annual Report 2014                                                                                                                                                                     27             Annual Report 2014
                Atlas Mara Limited                                                                                                                                                                                    Atlas Mara Limited
Mapping Africa’s mineral wealth                                      1

                                                                                                                                                                                                                                                                                                                   Overview
                                                                                                           Investing in sub-Saharan

07.                                                                                                        Africa is about much
                                                                                                           more than commodities.
                                                                                                           However, the abundance
                                                                                                                                                          	Percentage of world’s
                                                                                                                                                            production
                                                                                                                                                                                                         	Average annual revenue
                                                                                                                                                                                                           from new projects2

Natural
                                                                                                           of sub-Saharan Africa’s                        Ghana, Tanzania, Mali, Guinea
                                                                                                                                                          and Burkina Faso
                                                                                                                                                                                                         Ghana
                                                                                                                                                                                                         ($, constant              Per cent 2011 GDP
                                                                                                                                                                                                                                                          Liberia
                                                                                                                                                                                                                                                          ($, constant                Per cent 2011 GDP
                                                                                                           natural resources is

                                                                                                                                                                                                                                                                                                                   Why Africa?
                                                                                                                                                                                                         2011 dollars)                                    2011 dollars)

                                                                                                           difficult to overstate.
                                                                                                                                                               9%                                                                      2.3%                                               147.8%

                                                                                                                                                                                                         8.5bn                                            1.7bn
resources                                                                                                                                                  Gold                                                                      Jubilee Oil Fields                                  Iron Ore and Petroleum

                                                                                                                                                                                                                                                                                                                   Strategy
                                                                                                                                                          Guinea                                         Guinea                                           Tanzania3
                                                                                                                                                                                                         ($, constant              Per cent 2011 GDP      ($, constant                Per cent 2011 GDP
Beyond exports                                          reserves including 30 billion tons in South        Furthermore, internal markets are                                                             2011 dollars)                                    2011 dollars)
Investing in sub-Saharan Africa is                      Africa and 23 billion tons in Mozambique.          developing such that there is a beneficial
about much more than commodities.                                                                          multiplier effect from African resources            8%                                                                     30.7%                                               15.0%

                                                                                                                                                                                                         1.6bn                                            3.5bn
Nonetheless, the natural resource                       Between 2011 and 2013, more                        being put to use by Africans for Africans.

                                                                                                                                                                                                                                                                                                                   Performance
wealth of the region cannot be overstated.              hydrocarbons were discovered in East               In terms of oil, we are following the price
Close to 90% of the world’s production                  Africa than anywhere else in the world.            movements closely. While falling prices         Bauxite                                                                   Iron Ore                                            Gas, Gold and Nickel
of platinum group metals (PGMs) comes                   Several countries are in the process of            will certainly impact the economies and
from mines in South Africa, Zimbabwe and                securing funding to build oil refineries over      government budgets of oil exporting
Russia. A recent United States Geological               the next 5-10 years to meet the growing            countries, oil importing nations are likely
Survey put South Africa’s gold reserves                 energy demand in the region.                       to benefit as can be seen in the following                                                                                                     1.	Sources: Raw Materials Data, IntierraRMG, 2013,
at about 6,000 tons – more than 10% of                                                                     two charts which express the amount            Democratic Republic of Congo                   Mozambique                                           World Bank, Africa Pulse October 2012, Volume
                                                                                                                                                                                                                                                              6, IMF, Fiscal Regimes for Extractive Industries:
the world’s recoverable resources. Ghana                Of particular importance, however, is that         that net importers will spend on oil, or the                                                  ($, constant              Per cent 2011 GDP
                                                                                                                                                                                                                                                              Design and Implementation, 2012, US Geological

                                                                                                                                                                                                                                                                                                                   Governance
has a further 1,400 tons of reserves.                   commodity value addition is increasingly           revenue that net oil exporters will receive,                                                  2011 dollars)
                                                                                                                                                                                                                                                              Survey, Mineral commodity summaries 2013.
                                                        happening within sub-Saharan Africa itself         expressed as a share of the country’s                                                                                                          2.	Estimates are intended to show order of magnitude.
The continent has globally significant                  rather than abroad. Sub-Saharan Africa             GDP assuming different oil prices.                                                                                                                 Revenue projections are highly sensitive to
                                                                                                                                                               53%                    21%                                             27.3%

                                                                                                                                                                                                         3.5bn
                                                                                                                                                                                                                                                              assumptions about prices, phasing of production,
quantities of oil and copper, uranium and               value-added on manufactured products                                                                                                                                                                  and underlying production and capital costs.
diamonds, and is believed to be sitting on              increased by a CAGR of 8.3% from                                                                                                                                                                  3.	Data represents annual revenue at peak production.
some of the world’s biggest untapped coal               2000 to 2011 (CAGR of 10.5% ex-SA).                                                                Cobalt                  Industrial Diamonds                               Gas and Coal

                                                                                                                                                                                                                                                                                                                   Financial statements
 Costs and benefits                                     Spending by importers1
                                                                                                                                                          Namibia and Niger      Botswana
 Oil-dependent economies are hurting
 because of sinking oil prices, but in                                         6.3%
                                                        Tanzania
 the short term, cheaper oil is a boon                                    3.7%
 for new producers still importing                                                                                                                             16%                   22%
 most of their energy.                                                         6.2%

                                                                                                                                                                                                                                                                                                                   Additional information
                                                        Mozambique
                                                                          3.7%
                                                                                                                                                           Uranium                 Diamonds
                                                                               6.0%
                                                        Kenya
                                                                          3.6%

                                                                          4.8%
 Brent crude, price per barrel                          South Africa
                                                                        2.8%                                                                              South Africa
                                                                                                                                                                                                         	Estimated annual
                                                                                                                                                                                                           export revenues
          $108.56                                       Revenue for exporters1                                                                                 77%                   46%
                                                                                                                                                                                                         Nigeria oil exports
                              $57.10

                                                                                                                                                                                                           100bn
                                                                        2.7%
                                                        Ghana                                                                                              Platinum                Chromite
       50-day average       1 April 2015

                                                                                                                                                                                                         $
                                                                        1.6%
        in June 2014
                                                                                             15.7%
                                                        Nigeria
                                                                                      9.3%                                                                     21%

                                                                                                                                          56.0%
                                                        Angola
                                                                                                                 33.1%                                     Manganese
                                                                                                                                                                                                         Angola oil exports
 Sources: Rhodium Group; US Energy Information

                                                                                                                                                                                                            70bn
 Administration; International Monetary Fund.
 1.	The amount that net importers will spend on oil,   Brent crude, price per barrel
     or the revenue that net oil exporters will reap,
                                                                                                                                                                                                         $
                                                          At $108.56 (50-day average in June 2014)   At $57.10 (on 1 April 2015)
     expressed as a share of the country’s GDP.

28           Annual Report 2014                                                                                                                           29          Annual Report 2014
             Atlas Mara Limited                                                                                                                                       Atlas Mara Limited
Overview
                                                                                                                                   It is Atlas Mara’s

08.
                                                                                                                                                                                              Automated teller machines (ATMs) in SSA1                                                                                           Forecast growth of internet
                                                                                                                                                                                                                                                                                                                                 users in SSA 2
                                                                                                                                   intention to be at the
                                                                                                                                   forefront of innovation
                                                                                                                                   and technology.

Technology

                                                                                                                                                                                                                                                                                                                                                                                                Why Africa?
                                                                                                                                                                                                                                                                                                                                                   167m

Mobile penetration in sub-Saharan Africa has been                                                                                  Technology is an area in which Atlas Mara                       129 ATMs                                      465                                             ATMs

                                                                                                                                                                                                                                                                                                                                                                                                Strategy
                                                                                                                                   is spending significant time and effort.
growing by 36% a year, on average, since 2000,                                                                                     As McKinsey & Co. recently noted,
                                                                                                                                                                                                   PER 100,000 ADULTS                            PER 100,000 ADULTS

outperforming the 19% annual growth recorded in                                                                                    “Revenues and profits will migrate at scale
                                                                                                                                   toward banks that successfully use digital
                                                                                                                                                                                                               2004                                                                       2012

the East Asia Pacific region. Sub-Saharan African                                                                                  technologies to automate processes,                                                                                                                                                                                  2012
mobile subscriptions stood at just 11 million in                                                                                   create new products, improve regulatory
                                                                                                                                   compliance, transform the experiences                      Mobile phone penetration in SSA                            1

2000 and reached 618 million in 2013.                                                                                              of their customers and disrupt key

                                                                                                                                                                                                                                                                                                                                                                                                Performance
                                                                                                                                   components of the value chain.”
The leapfrog continues                                             A growing demographic of technologically-
The number of internet users in sub-Saharan                        literate young people is creating a wave
Africa also grew at a 23% CAGR between                             of innovative solutions that are not just                       Sub-Saharan Africa is
2000 and 2013, and is forecast to reach
600 million by 2025 from 167 million in 2012.
                                                                   Africa-specific, but can be exported to
                                                                   many other markets. Beyond M-Pesa                               creating world-leading                                                                                                          th   rate
                                                                                                                                                                                                                                                                             of   36%                                                                600m
                                                                                                                                                                                                                                                              r ow
As a result of not having to maintain
                                                                   (which was developed in Kenya) there is
                                                                   a host of other initiatives that will positively
                                                                                                                                   technologies, particularly                                                                        ra   ge y
                                                                                                                                                                                                                                                 ea   rly g
                                                                                                                                                                                                                                 Ave
                                                                                                                                   in credit analysis,

                                                                                                                                                                                                                                                                                                                                                                                                Governance
legacy business models and systems,                                disrupt “business as usual”. In our view,
the adoption of technology in the region
is revolutionising the way companies,
                                                                   with 70% mobile penetration but only
                                                                   20% formal financial inclusion, there is
                                                                                                                                   payments and mobile                                                                                                                                                   618m
particularly banks, operate. What is                               an arbitrage opportunity generated where                        money transfer.
especially exciting is the home-grown                              creative solutions can achieve the goal
nature of many of the technologies and                             of “doing well, while doing good.”                                                                                                 11m
applications that are being developed.
                                                                                                                                                                                                      2000                                                                                                2013                                          2025

                                                                                                                                                                                                                                                                                                                                                                                                Financial statements
 Mobile technology use1                                                                                                                                                                       Growth in the number of internet users in SSA1                                                                                    Technology is an area
 % age 15+
                                                                                                                                                                                                                                                                                                                                in which Atlas Mara is

                                                                                                                                                                                              23%
 15                                                                                                                                                                    14.56

 12                                                                                                                                                                            11.18
                                                                                                                                                                                                                                                                                                                                spending significant
                                                                                                                                                                                                                                                                                                                                time and effort.

                                                                                                                                                                                                                                                                                                                                                                                                Additional information
 9

 6                                                                                                                                                                                                                                     CAGR
                                              2.97 2.70 2.51                                                  2.35                                              3.00
 3          1.31 1.21 1.04                                                1.78 1.85                                  1.33            2.05 1.91
                                                                                      0.81            0.99                                       0.78
                                                                                                                                                                                                                                                                                                                                1.	Source: World Bank, World Development
                East Asia                      Europe and                 Latin America                 Middle East                    South Asia               Sub-Saharan
                                                                                                                                                                                                                                                                                                                                     Indicators Database.
               and Pacific                     Central Asia               and Caribbean               and North Africa                                             Africa
                                                                                                                                                                                                                                                                                                                                2.	Source: McKinsey & Co., Lions go digital,
                                                                                                                                                                                              2000                                                                                                               2013                November 2013.
      Mobile phone used to pay bills             Mobile phone used to receive money            Mobile phone used to send money

 Mobile subscriptions1                                                                                                                                               Mobile                   Internet users worldwide1                                                                                                          Internet usage in SSA1
                                                                                                                                                      Mobile subscription as
 bn                                                                                                                                              subscription     % of total                  per 100 people                                                                                                                     per 100 people
 2.5                                                                                                                                                      (m)    population                   80                                                                                                                                 20
                                                                                                                                               2000     2013    2000      2013 CAGR           70
 2.0                                                                                                                                                                                          60                                                                                                                                 15
                                                                                                                                   East Asia                                                  50
 1.5                                                                                                                               Pacific       235    2,237    11.5     99.5         19%    40                                                                                                                                 10
 1.0                                                                                                                               Sub-                                                       30
 0.5                                                                                                                               Saharan                                                    20                                                                                                                                 5
                                                                                                                                   Africa         11     618      1.7      65.9        36%    10

        2000     2001     2002     2003       2004   2005     2006     2007   2008    2009     2010    2011     2012        2013                                                                    2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010                                                2011    2012   2013         ’00 ’01 ’02 ’03 ’04 ’05 ’06 ’07 ’08 ’09 ’10 ’11 ’12 ’13

      European          East Asia                Middle East             Europe and              Sub-Saharan                                                                                      European       East Asia                  Middle East                            Sub-Saharan
      Union             and Pacific              and North Africa        Central Asia            Africa (all                                                                                      Union          and Pacific                and North Africa                       Africa
                        (all income levels)      (all income levels)     (all income levels)     income levels)                                                                                                  (all income levels)        (all income levels)                    (all income levels)

30               Annual Report 2014                                                                                                                                                          31              Annual Report 2014
                 Atlas Mara Limited                                                                                                                                                                          Atlas Mara Limited
Strategy

                                                                                                                                                                                                                               Overview
09.
The Atlas Mara opportunity                                                                                                                                                      34   Chairman’s letter

                                                                                                                                                                                                                               Why Africa?
                                                                                                                                                                                38   Chief Executive Officer’s letter
Sub-Saharan Africa’s financial sectors                        mature-market-based banker. However,                           are leading to a retrenchment by,                  40   Business model
present tremendous opportunities. The                         despite these statistics, it is interesting                    particularly, European players.                    42   Strategy and key performance indicators
combination of strong projected GDP                           to note that sub-Saharan African banks’                                                                           46   Relationships and responsibilities
growth and low rates of financial inclusion                   average cost to income ratios rank among                       Given the information provided above,
(the African Development Bank estimates                       the highest in the world – which represents                    we hope you can appreciate why we                  50   Principal risks
that SSA has the lowest deposit institution                   a substantial opportunity.                                     believe so firmly in sub-Saharan Africa’s

                                                                                                                                                                                                                               Strategy
in the world, standing at 16.6%, on                                                                                          promise. There are fundamental drivers
average) underpin projections of robust,                      Despite these fundamentals, sub-Saharan                        of growth that are practically impossible
sustainable growth in banking revenues,                       Africa is not being inundated with                             to reverse. The macroeconomic prospects
which is highlighted by the charts below.                     expansionary capital from well-established,                    remain robust, despite challenges in
                                                              multi-national financial institutions. On                      selected markets.
Additionally, the snapshot of the current                     the contrary, we are seeing the reverse.
countries of operation of Atlas Mara                          Lacklustre growth in many mature markets                       There is an opportunity to deploy existing
illustrating the recent GDP growth,                           is requiring an enhanced focus on domestic                     and emerging technologies and to effect

                                                                                                                                                                                                                               Performance
loan-to-deposit ratios, net interest margins                  operations. The constraints associated with                    positive change on the continent by
and returns on equity recorded in these                       the implementation of Basel III and rapidly                    accelerating the pace of financial inclusion.
countries are likely to be the envy of any                    increasing costs of regulatory compliance
                                                                                                                             At a time when many international
                                                                                                                             financial institutions are retreating from
 Forecast formally banked population in SSA                                                                                  sub-Saharan Africa, Atlas Mara is
 m                                                                                                                      %
                                                                                                                             investing. We are investing in attractive
                                                                                                             380
                                                                                                                             markets. We are investing to create market

                                                                                                                                                                                                                               Governance
 400                                                                                                                    60
                                                                                       304
                                                                                                    340                      leaders. And we are investing in talent.
 300                                                                       272                                          45
                                                       218      243
                             174          195                                                                                We believe that as economies grow,
 200    140        156                                                                                                  30
 100                                                                                                                    15
                                                                                                                             trade expands, and a vibrant middle
                                                                                                                             class emerges, an innovation-driven,
        2011      2012       2013         2014         2015     2016      2017         2018      2019       2020
                                                                                                                             customer-focused, well-managed and
                                                                                                                             well-governed, multi-country financial
   Banked population      % banked                                                                                           institution like Atlas Mara will be able to

                                                                                                                                                                                                                               Financial statements
 Source: Finscope; EFinA; World Bank Findex; US Census Bureau International Program                                          reward its shareholders with attractive
                                                                                                                             returns while contributing meaningfully
                                                                                                                             to the communities in which it operates.
 SSA banking revenue CAGR (%) 2013A-2016E
 (selected countries)                                                                                                        The Atlas Mara team has accomplished
 %                                                                                                                           a tremendous amount during the past 16
         25
 25                                                                                                                          months. We have no doubt that 2015 will
                        20
 20                                  18                                                                                      be equally eventful as we continue to build

                                                                                                                                                                                                                               Additional information
                                                       15         14              12
 15                                                                                                                          sub-Saharan Africa’s premier financial
 10                                                                                             7             6
                                                                                                                             services group.
 5
                                                                                                                             Thank you for joining us on this journey.
       Zambia    Mozambique         Ghana          Kenya        Nigeria     Botswana South Africa          Mauritius

   SSA excl. SA 16%         SSA incl. SA 13%
 Source: Annual financial statements, Morgan Stanley, BankScope

 Macro review of current Atlas Mara countries
                                                                                        Household          Loan to Total banking         Loan to   Return on    Net interest
                                      Population              GDP      GDP growth      expenditure        GDP ratio       assets         deposit      equity         margin
                                             (m)1             ($bn)           (%)               ($)            (%)2        ($bn)3           (%)3         (%)4            (%)3
 Botswana                                        2.0           14.8              5.8          3,988            32.7             7.3         81.4        30.4             7.2
 Mozambique                                     25.8           15.6              7.4          309.7            33.8             8.9         82.6        19.8            6.2
 Nigeria                                    173.6             521.8              5.4          698.7            13.8           154.6         82.4         17.6            7.8
 Rwanda                                         11.8            7.5              4.7          316.5               n/a           n/a          n/a        18.8           10.4
 Tanzania                                       49.3          33.2               7.0          312.0            20.2            13.5         77.3        19.5            8.9
 Zambia                                         14.5          26.8               6.7            n/a            13.7             7.5         74.4         21.1           8.9
 Zimbabwe                                       14.2           13.5              4.5          634.6            27.5             6.0         78.3         21.1           8.9
 1.	Source: World Bank, World Development Indicators Database.
 2.	Source: BMI Research, http://store.businessmonitor.com/africa.
 3.	Source: Ibid.
 4.	Source: Bankscope, Bureau van Dijk Electronic Publishing GmbH, 2013 data.

32              Annual Report 2014                                                                                                                                              33     Annual Report 2014
                Atlas Mara Limited                                                                                                                                                     Atlas Mara Limited
Chairman’s letter

                                                                                                                                                                        Overview
To invest
                              As Chairman of Atlas Mara, I am pleased to introduce                While selected headwinds exist, we are confident that average

                                                                                                                                                                        Why Africa?
                              our first Annual Report.                                            growth across our asset base – not to mention the countries
                                                                                                  that we are evaluating for expansion – will meaningfully exceed
                              Our first 16 months have been remarkable. We have raised            that in mature markets and will continue to provide a supportive

in Africa,
                              $625 million of equity capital and successfully completed four      backdrop for financial services.
                              transactions. As a result, we have established a company
                              with operations or investments in seven sub-Saharan African         Banking in Africa
                              countries, and effected the transition of Atlas Mara from           The fundamental drivers underpinning various countries’

invest in
                              a concept into a fully-fledged operating company. At the            growth – demographics, urbanisation, an expanding middle

                                                                                                                                                                        Strategy
                              same time, we have successfully recruited a team of talented        class, technology-driven leap-frogging – have ensured that
                              professionals and Board members, who share our belief in the        banking markets in sub-Saharan Africa have continued to
                              opportunity to create sub-Saharan Africa’s premier financial        experience a period of robust growth. This is particularly true
                              institution and have the passion, experience and drive to           in West Africa (notably Ghana and Nigeria), East Africa and

Atlas Mara.
                              execute our strategy.                                               selected southern African markets, such as Mozambique.
                                                                                                  The combination of strong GDP growth, low rates of financial
                              As a number of multi-national financial institutions have been      inclusion, high rates of mobile phone penetration and innovation
                              scaling back their operations in sub-Saharan Africa, we have        in mobile banking services, mean that financial services in

                                                                                                                                                                        Performance
                              seen an increase in cross-border M&A activity among financial       sub-Saharan Africa remain an attractive investment.
Arnold Ekpe                   institutions in the region, as well as in-market consolidation.
Chairman                      We believe we have played a role in catalysing these trends         Focus on corporate governance
                              and that we will also benefit from them, as we continue             Achieving Atlas Mara’s vision in sub-Saharan Africa requires
                              to build an extensive pipeline of attractive opportunities.         that we attract and retain the best management talent in
                                                                                                  the industry and establish effective corporate governance
                              Banking on Africa                                                   frameworks, which can serve as a model in the region. Our CEO,
                              In October 2014, before the marked decline in oil prices, the       John Vitalo, will touch on the significant progress we have made

                                                                                                                                                                        Governance
                              International Monetary Fund (“IMF”) wrote: “The region’s economy    during the past several months in expanding our executive team.
                              is expected to continue growing at a fast clip, expanding by
                              about 5% in 2014 and 5.75% in 2015”. The IMF also said that         I am fortunate to work with a committed and highly professional
                              the lion’s share of the region’s economies continue to experience   Board of Directors. We have an exceptionally well-qualified and
                              solid growth driven by infrastructure investment, buoyant service   engaged Board, with members having experience at the highest
                              sectors and strong agricultural production. It also noted that      levels of banking and industry, in Africa and beyond. The Board’s
                              recent national accounts data depict economies that are             ranks were increased in January 2015 to include Funke Opeke,
                              significantly more diversified than previously thought, with        Amadou Raimi and Eduardo Mondlane, Jr. as Independent

                                                                                                                                                                        Financial statements
                              a larger role played by the services sector. This is particularly   Non-Executive Directors. Funke’s knowledge of technology
                              the case in Nigeria, where the service sector almost doubled        and telecoms will be invaluable, given our focus on providing
                              its share of the economy, following a rebasing of the GDP.          innovative solutions to IT and retail mobile banking in Africa.
                                                                                                  Amadou’s audit experience will ensure that we maintain strong
                              While Atlas Mara shares the IMF’s optimism, we have no doubt        systems and controls and the Board and Company will benefit
                              that current oil price levels will have a negative impact on the    from Eduardo’s extensive experience advising companies on
                              oil-exporting economies of sub-Saharan Africa, most notably         successfully growing and operating throughout sub-Saharan
                              Nigeria, which has recently trimmed its 2014 GDP growth             Africa, particularly in financial services.

                                                                                                                                                                        Additional information
                              estimate from 6.4% to 5.5%. However, while oil revenues for
                              Nigeria could decline, on an annualised basis, from approximately   Although our Company is only 16 months old, the evolution
                              15% of GDP to approximately 9% (holding all other variables         and cementing of our corporate governance principles have
                              constant), oil importing countries stand to benefit. The cost of    been rapid. For Atlas Mara, corporate governance is not a
                              oil imports in countries such as Tanzania and Mozambique            qualifier, but a differentiator. I refer further to where we stand,
                              could fall from approximately 6% of GDP to less than 4%             and where we are heading, in the Governance section of this
                              (once again, holding all other variables constant).                 report on pages 60 to 89.

                              We are also closely watching global and regional geopolitical
                              events, such as the impact of the expected normalisation of
                              monetary policy in the United States and the growth prospects
                              of China and India with the related impact on commodity prices
                              in each of the markets in which we operate.

34       Annual Report 2014   35         Annual Report 2014
         Atlas Mara Limited              Atlas Mara Limited
Chairman’s letter                                                                                        Since our incorporation in late

                                                                                                                                                         Overview
continued
                                                                                                         November 2013, we have been
                                                                                                         actively building the Company.

                                                                        2013
Financial results and dividends

                                                                                                                                                         Why Africa?
                                                                               December                  $325m
During the period from incorporation until 31 December
2014, the Company incurred a loss of $63.1 million due to a
combination of factors. These included the consolidation of our
acquisitions, costs associated with our establishment and early
operations, and unusually high levels of impairments in our
southern African operations, most notably Zimbabwe. On an
adjusted pro forma basis, excluding various non-recurring items                                          In December 2013, we listed on the main
and including our acquisitions on a full year basis, we reported a
                                                                                                         market of the London Stock Exchange

                                                                                                                                                         Strategy
profit of $7.2 million. However, these results are not representative
of the potential of our existing, or intended, asset base.                                               raising $325 million.
As a result of both the loss referenced above and our well-

                                                                        2014
elaborated growth strategy, the Directors do not recommend

                                                                               May                       $300m
the payment of a dividend in respect of the period ended
31 December 2014.

                                                                                                                                                         Performance
Acknowledgements
I would like to thank our shareholders for their support,
encouragement and candour during the past 16 months;
and our co-founders, Bob and Ashish, my other fellow Board                                               In May 2014, we launched a $300 million
members and the Atlas Mara management team for the
significant strides that they have made in executing our vision.                                         Private Placement which was completed
                                                                                                         in August when we re-listed.
I would also like to thank the boards of directors, management

                                                                                                                                                         Governance
teams and employees of our subsidiary banks, as well as our

                                                                               August                    98.7%
customers, for trusting us as stewards and providers of capital
and financial services.

Finally, I would like to acknowledge the regulators in the
markets in which we operate with whom we look forward
to constructive relationships. It is our intention to be a model
corporate citizen.                                                                                       In August 2014, we acquired 95.8% of

                                                                                                                                                         Financial statements
Outlook                                                                                                  BancABC and subsequently increased
I believe firmly in the Company’s strategy of being a “positive                                          our stake by way of mandatory offers
disruptive force” in sub-Saharan African financial services, and                                         in Botswana and Zimbabwe.
am excited by our prospects. I have been working for more than
three decades in African banking and rarely have I seen an

                                                                               October                   100%
environment as we have now. I believe that Atlas Mara’s strategy
is the right one to make the most of it. I remain confident in

                                                                                                                                                         Additional information
the outlook for the Company, given the solid platform being
established following the acquisitions undertaken to date, the
high-quality leadership team that we have been able to attract,
and the business model that has been established to drive the
Company’s audacious goals.                                                                               In October 2014, we acquired BRD
                                                                                                         Commercial.
Arnold Ekpe

                                                                               December                  21%
Chairman

                                                                                                         In December we acquired 21% of
                                                                                                         Union Bank of Nigeria plc increasing
                                                                                                         our combined direct and indirect stake
                                                                                                         to approximately 30%.

                                                                                                         These acquisitions and capital raisings have
                                                                                                         created an attractive platform upon which
                                                                                                         Atlas Mara intends to build, both organically
                                                                                                         and through further acquisitions.
36          Annual Report 2014                                                 37   Annual Report 2014
            Atlas Mara Limited                                                      Atlas Mara Limited
Chief Executive Officer’s letter

                                                                                                                                                                                 Overview
To help deliver
                                   I joined as Atlas Mara’s CEO in July 2014. During my                    To execute our strategy, we have to have the right people,

                                                                                                                                                                                 Why Africa?
                                   relatively short tenure, I have enjoyed an extraordinary nine           and I am delighted to report that our ability to attract talent has
                                   months leading a business that has set a number of bold                 exceeded my high expectations. In addition to Arina McDonald,
                                   goals and is pursuing a strategy of “positive disruption”.              our CFO (formerly at Standard Bank), and Richard Muller, our

our strategy,
                                                                                                           Head of Integration (previously with Barclays), we announced
                                   We have achieved a number of important milestones since                 in January 2015, the hiring of Beatrice Hamza Bassey as our
                                   our IPO in December 2013. We have closed several of – what              General Counsel. She was formerly head of the Africa practice
                                   I refer to as – our “establishing acquisitions”; we have made           at Hughes Hubbard in New York and is a specialist in compliance.

we have attracted
                                   substantial progress in hiring a talented executive team; we have       Even more recently, we have brought on board Tarek Rouchdy

                                                                                                                                                                                 Strategy
                                   immersed ourselves in enhancing our operations; and we have             as our Internal Auditor. Tarek was previously Auditor General at
                                   identified a number of additional acquisition opportunities. It has     the African Development Bank. While selected roles still remain
                                   been a strong start and the way forward is clear.                       to be filled, the establishment of a high-calibre executive team
                                                                                                           is substantially complete.

the right people.
                                   Our over-arching goal is to become sub-Saharan Africa’s premier
                                   financial services institution. For Atlas Mara, “premier” does not      In terms of our financial performance, 2014 was a transition
                                   mean the biggest.                                                       year. Due to the fact that our major operating acquisition to date,
                                                                                                           BancABC, closed in late August 2014, our consolidated financial

                                                                                                                                                                                 Performance
                                   It means being recognised as the best at what we do. It means           results for the period ending 31 December 2014 reflect only
John F. Vitalo                     being a top five player in the markets in which we choose to            four months of underlying business operations, but 13 months
Chief Executive Officer            operate. It means being a model corporate citizen, maintaining          of operating expenses, as well as one-off start-up and transaction
                                   strong and transparent relationships with the regulators in the         costs. In this report, we have provided pro forma information
                                   markets in which we operate, and contributing to the                    in order to establish a base-line for future comparison and
                                   communities in which we work.                                           to establish the reporting framework and key performance
                                                                                                           indicators by which we intend to manage our growing base of
                                   It means being a “partner of choice” for institutions seeking a         operations – and to be measured. As we continue to execute

                                                                                                                                                                                 Governance
                                   strategic acquirer/partner, for shareholders seeking to invest in       our strategy, we are focused on delivering improved financial
                                   the growth in sub-Saharan financial services and, critically, for our   performance across the Group, with candid reporting.
                                   customers – the domestic and regional corporate “champions”,
                                   small- and medium-sized entities (SMEs) and retail customers            In closing, I would like to thank the co-founders, the other
                                   who require, and deserve, access to innovative banking services         members of the Atlas Mara Board and executive team, the
                                   and excellent customer service. And finally, it means delivering        management and employees of our subsidiary banks, and,
                                   financial performance superior to our peers.                            critically, the regulators in the markets in which we operate,
                                                                                                           customers and shareholders. I look forward to reporting on

                                                                                                                                                                                 Financial statements
                                   Achieving our goals should deliver attractive returns to all            the next steps in our journey.
                                   of our stakeholders.

                                   Our business model is straightforward. It can be summarised             John F. Vitalo
                                   in three words: buy, protect and grow. It is an approach that           Chief Executive Officer
                                   involves the acquisition and nurturing of assets so that the whole
                                   becomes greater than the sum of the parts. What this means
                                   in practice is described elsewhere in the report, but I want to

                                                                                                                                                                                 Additional information
                                   emphasise that we are not waiting for one phase to end before
                                   the next begins. Each facet of our business model is being
                                   implemented simultaneously across the Group to ensure that
                                   we achieve our objectives.

38         Annual Report 2014      39          Annual Report 2014
           Atlas Mara Limited                  Atlas Mara Limited
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