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01Cutix Plc 2017 Annual Report & Accounts

CONTENT

Corporate Policy Statement 2

Notice of Meeting 3

Result at a Glance 5

Directors, Management, Professionals, Advisers, etc 6

Corporate Profile 8

Chairman's Statement 15

Directors Profile 17

Report of the Directors 26

Report of the Audit Committee 42

Report of the Auditors 43

Statement of Profit or Loss and Other Comprehensive Income 46

for the year ended April 30, 2017

Statement of Financial Position as at April 30, 2017 47

Statement of Changes in Equity for the year ended 30 April, 2017 48

Statement of Cash flow for the year ended April 30, 2017 49

Notes to the Financial Statements for the year ended 30 April, 2017 50

Other National Information 72

Shareholders' Information 74

E-mandate Form 76

Proxy Form 77


VISIONMISSION

&

VISION

“To become one of the top three providers of electrical energy

products/services in the world”

MISSION

“To power and illuminate the world”

CORPORATE POLICY STATEMENT

To provide exclusive high quality cable and wire products and services with continual improvement in accordance with national and international

standards.

To meet customers' requirements timely and at competitive prices

CORE VALUESŸ BoldnessŸ ExcellenceŸ InnovationŸ Integrity Ÿ Openness


For the Year Ended 30 April 2017

NOTICE IS HEREBY GIVEN that the 34th Annual General Meeting of Cutix Plc will be held at CONV-AJ Events Centre, No. 1 Metu Uzodike Street, Okpuno Otolo, Nnewi on Friday, October 27, 2017 at 11 a.m. to transact the following business:

ORDINARY BUSINESS1. To receive the Audited Accounts for the year ended April 30, 2017 together with the

Report of the Directors, Audit Committee and Auditors.2. To declare a dividend.3. To elect Directors4. To approve the remuneration of the Directors.5. To authorize the Directors to fix the remuneration of the Auditors6. To elect members of the Audit Committee.

SPECIAL RESOLUTION

1. To approve an increase in the Authorized Share Capital of the Company

NOTE

1. PROXYA member entitled to attend and vote at the meeting is entitled to appoint a proxy to attend and vote on his/her behalf and such proxy need not be a member of the Company. All instruments of proxy duly stamped should be deposited at the office of the Registrar: EDC Registrars, 154 Ikorodu Road, Onipanu, Lagos, not later than forty-eight (48) hours before the time fixed for the meeting.

2. DIVIDENDThe Board of Directors of the Company has recommended the payment of a dividend of 18 kobo per 50 kobo ordinary share (less withholding tax)

3. DIVIDEND PAYMENTIf the dividend recommended by the Directors is approved by members at the Annual General Meeting, the dividend warrants will be posted or shareholders' accounts credited directly on Monday, November 21, 2017 for the members whose names appear in the Register of Members at the close of business on Friday, October 13, 2017.

4. AUDIT COMMITTEEThe audit committee consists of two shareholders and two directors. In accordance with Section 359(5) of the Companies and Allied Matters Act, Cap. C20, Laws of the Federation of Nigeria, 2004 any shareholder may nominate another shareholder as a member of the Audit Committee by giving notice in writing of such nomination to the Company Secretary, at least 21 days before the Annual General Meeting. Nominators should note that under the Code of Corporate Governance in Nigeria, members of the Audit Committee should have basic financial literacy and should be able to read financial statements.

NOTICE OF MEETING


Notice Of Meeting Cont’d

5. RIGHT OF SECURITIES’ HOLDERS TO ASK QUESTIONSSecurities’ Holders have a right to ask questions not only at the Meeting but also in writing prior to the Meeting and such questions must be submitted to the Company on or before 20th of October 2017.

6. UNCLAIMED DIVIDEND WARRANTS Shareholders are hereby informed that a number of Dividend warrants have been returned to the Registrars as “unclaimed”. A list of the unclaimed dividend will be published on the Company website.

7. CLOSURE OF REGISTER OF MEMBERS AND TRANSFER BOOKS The Register of Members and Transfer Book of the Company will be closed from Monday, October 16, 2017 to Friday, October 20, 2017, both dates inclusive, for the purpose of preparing an up-to-date Register of Members.

Dated this 13th day of July, 2017

BY ORDER OF THE BOARD

Ijeoma Oduonye (ACIS)Company SecretaryFRC/2016/ICSAN/00000015363


RESULTS AT A GLANCE


2017 2016

N'000 N'000 N'000 %

Total assets 2,329,792 1,891,718 438,074 23.16

Total liabilities 1,315,822 1,021,502 294,320 28.81

Net assets 1,013,970 870,216 143,754 16.52

Capital expenditure 45,614 24,045 21,569 89.70

Authorized share capital 564,198 564,198 - -

Paid-up share capital 440,331 440,331 - -

Total equity 1,013,970 870,216 143,754 16.52

No. of shares in issue (units) 880,661 880,661 - -

Revenue 3,675,712 2,835,863 839,849 29.62

Profit before taxation 370,143 278,114 92,030 33.09

Taxation - Income tax (113,292) (85,654) (27,638) 32.27

Taxation - Deferred tax 647 (1,909) 2,556 (133.87)

Profit after taxation 257,498 190,551 66,948 35.13

Per Share Data:

Earnings per share - Basic (kobo) 29 22 8 35

Total assets per share (kobo) 265 215 50 23.16

Increase / (Decrease)


DIRECTORS, MANAGEMENT, PROFESSIONALS, ADIVSERS, ETC

CHAIRMANDr. O. J. Mbonu

CHIEF EXECUTIVE OFFICERMr. Ifeanyi Uzodike

OTHER DIRECTORSBarr. (Mrs.) Ifeoma NwahiriMr. Ike OkonkwoAmb. Odi NwosuArc. Mansur AhmaduEngr. Femi Akintunde

COMPANY SECRETARYMrs. Ijeoma Oduonye

LEGAL ADVISERSOlisaeloka Osuigwe & Co Azubueze Chambers10 Dala Ucha StreetOkpunoegbu UmudimNnewi, Anambra State

Ike Obeta & Co36 Owerri RoadNnewi, Anambra State

Emeka Etiaba & Co63 Raymond Njoku StreetIkoyi, Lagos State

AUDITORSAlatta Nzewi Oyeka & Co(Chartered accountants)1, Oyediran StreetOff Bode Thomas StreetSurulere, Lagos State

BRANCHES27, St. Michael RoadAba, Abia State.Tel: 08-229-0663

Shop R239 Gudu Electrical MarketGudu District, Abuja.Tel: 0818-620-5451, 09-291-0758

Shop A1 331Dei-Dei Building Material Int'l MarketAbujaTel: 0902-339-4294

17, Olutosin Ajayi StreetAjao Estate, Oshodi, Lagos State.Tel: 01-791-8827

Shop 29Chief Muritala Odofin Shopping ComplexAgungi Bus StopLekki – Epe Express Way LagosTel: 0703-392-8006

A28/34 Century Mall By St. Patrick's Bus Stop Alaba International MarketLagosTel: 0806-746-7674

41, Ikot-Ekpene RoadUyo, Akwa Ibom State.Tel: 0704-379-8268

God is Good PlazaShop 7/8

Obosi Anambra StateTel: 0813-249-2717

18 Railway CloseD/Line, Port HarcourtRivers StateTel: 0818-009-7256

Electrical Dealers International Market



MANAGEMENTMr. Ifeanyi F Uzodike -Mrs. Ijeoma Oduonye - Company SecretaryMrs. Chinwe Ukeje - Head – Enterprise Assurance DepartmentMr. Chima Nwosu - Head – Finance DepartmentMrs. Chinyere Aralu - Head – Human Resource DepartmentMrs. Chioma Unachukwu - Head - Lagos OfficeMrs. Nkiru Amaukwu - Head – Manufacturing Department - Anuka Mrs. Ada Ikebuilo - Head – Marketing DepartmentMr. Chukwuma Eruchalu - Head – MaintenanceMiss Eunice Ugbaja - Head – Power Cable Plant and HSE OfficerEngr. Arinze Okwuosa - Head – Quality Assurance Department - Power Cable PlantMrs. Ijeoma Obiorah - Head – Quality Assurance Department - Anuka PlantMrs. Uche Igbokwe - Head – Sales DepartmentMrs. Chidimma Udeh - Head – Supply Chain DepartmentMrs. Favour Oti - Accountant - Finance DepartmentMiss Louisa Anopu - PA to the CEOMr. Peter Ezeimo - Skill Certification Administrator

REGISTERED OFFICE/FACTORY17, Osita Onyejianya StreetAnuka, Otolo, NnewiAnambra StateEmail: [email protected]

Tel: 046-280-087, 046-280-960

POSTAL ADDRESSP.M.B. 5040Nnewi, Anambra State

BANKERSAccess Bank PlcDiamond Bank PlcEcobank LtdGuaranty Trust Bank PlcUnion Bank of Nigeria PlcUnited Bank for Africa Plc Zenith Bank Plc

REGISTRARSEDC Registrars Ltd154, Ikorodu RoadOnipanu, SomoluLagos State

Chief Executive Officer

www.cutixplc.com.ng

Directors, Management, Professionals, Adivsers, Etc Cont’d


FORMATIONThe idea for the Company was conceived in 1981, when (Engr.) Ajulu Uzodike decided to leave Raychem Corporation, a major international manufacturer of aircraft & military wares and accessories, to set up an indigenous firm to manufacture electrical cables and switchgear assemblies. Adtec Ltd, a venture capital and management firm, which was incorporated in 1978, started the two projects as separate divisions in 1982. CUTIX PLC was incorporated on November 4, 1982 as a Private Limited Company, manufacturing electric cables and wires.

OWNERSHIP STRUCTUREBy mid-1983 some friends and relations of the founder and foundation staff handling the projects were invited to invest in the projects initiated by Adtec Ltd. After the private placement, 18 founding shareholders emerged who took over the business of Cutix Ltd with a start-up capital of N400,000.00. Soon after the economy was liberalized in 1986, the Company went to the capital market, through the Second Tier Security Market, to raise funds. The public issue, which made Cutix the first private company East of the Niger to be quoted on The Nigerian Stock Exchange, was concluded by late 1987 (August 12, 1987). After the public issue, the Company became Cutix Plc. The amount of new capital raised by Cut

stood at 440,330,506.5. Through plough back of retained earnings into capital, the book value of her capital as at April 30, 201 stood at N803 million. The market value of the Company was .497 Billion as at April 30, 201 .

MACHINERY PROGRAMME started production with one extrusion line in 1984, and has been in continuous

production with the capacity to produce various cable and wire products. We added a second li several wire - processing lines to achieve integration par with leading cable manufacturers in Nigeria and elsewhere in the world. All machines were specified, installed and commissioned by members of Cutix staff which is 100% Nigerian as a deliberate policy. We also incorporated as much locally fabricated parts as we could without lowering overall quality and efficiency. Our belief in the value of integration is so strong that during the difficult days of import licensing, 1984 – 1986, the Company used the bulk of the licenses obtained to buy machinery for forward and backward integration. In 1992 the Company went a step further to become the first cable manufacturer to acquire a plastic compounding line.

Between 2000 to 2007, with a view to expanding our product lines and capacity, Cutix installed and commissioned a number of machines, which include LBTS, F13, F-Shaw, Armouring Line, and Cabling machine among others. In 2014, the company added another feather to her w

and commissioned a new stat of the art factory adjacent to the first one and dedicated it to the production of all sizes amoured/non amoured cables, XLPE cables, Poly Ethylene cables and other types of power cables. This singular act positioned Cutix Plc as one of the lea in Nigeria in terms of capacity. In 2015, the Company bought and commissioned a Double Twist Buncher to increase its bunching capacity.

Dr.

the cable division of Adtec Ltd,

ix since inception to April 2017

7 N1 7

The Company

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CORPORATE PROFILE



Corporate Profile Cont’d

BUSINESS LOGISTICSCutix Plc started manufacturing at Nnewi in a 1,000m facility she rented from Adtec Limited. By 2009, we moved all our machinery to our own factory premises and head office at 17 Osita Onyejianya Street, Umuanuka, Otolo, Nnewi. Production now goes on at the new site, which has about 6,000m covered area while the head office complex stands adjacent to the production plant. area of 5500m

. Two water boreholes, two 810 KVA and one 500 KVA generators are in place to serve the Company . The Company has delivery trucks which serve its distributors that are spread across Nigeria and sales offices at Nnewi, Aba, Abuja, Lagos, Uyo, Obosi and Port Harcourt.

STAKEHOLDERS' WELFAREBecause of its commitment to ensuring the distribution of fair returns to all its stakeholders, the Company is managed in a way that maximizes long-term shareholders value and takes into account the interest of all the stakeholders.

Cutix Plc has operated with an all-Nigerian workforce since inception. The Company's corporate philosophy is such that encourages growth of staff from within and allows staff the opportunity for self-improvement while working. She is the first company in Nnewi to have a Condition of Service in place for her workers. Salary paid to her staff is based on the productivity of the Company and salaries have always been paid promptly on the 25th or 26th day of every month.

SOCIAL RESPONSIVENESSWe are socially responsive and responsible. We pay taxes to the government promptly. Between 1997 and 2017, we paid about N590.7 million as Corporate Income Tax to the Federal Government. Apart from paying taxes and dividends, Cutix Plc has been pro-actively involved in various social projects. Some of the projects include:- financial support to approved vigilante groups, educational institutions, motherless babies homes, community projects; educational assistance to the veteran and the needy; heavily discounted sales of cables to churches; sole sponsorship of annual ENIC Tennis League tournaments; annual subvention to Nnewi Sports Club, provision of water from her factory borehole to neighbours etc. The Company participated in the 2017 Corporate Challenge organised by the Nigerian Stock Exchange in which our staff took the first and third positions in the men's group. The Company's top officers have also been playing and continue to play leading roles in many professional associations and community organizations

Additional of land where the Company’s power cable plant is situated was acquired in 2010

and its neighbours

COMPANY'S PRODUCTS RANGE USESHouse wiring cables Conduit and surface wiring of house, offices

and factory

All Aluminium conductors (AAC) High and low voltage power distributionAluminium Conductors Steel Reinforced (ACSR) up to 450mm2

Long span transmission line

Copper conductors Earthing electrical installationsAluminium service cables Connecting homes to low tension public

power lines


Automotive cables Low and high voltage automotive cables for wiring applications in automobiles

Appliance cables Flexible cords in household electrical appliances

Telephone cables Connecting telephone at home/offices PVC compounds Insulating and sheathing of conductorsPOWER CABLE:1. PVC/SWA/PVC (up 4 x 300mm2 2. XLPE/SWA/PVC( All sizes): 3. XLPE/SWA/PE (All sizes): 4. XLPE/CWB/SWA/PVC Control

Underground installations for LV power line Underground installations for LV power line Underground installations for LV power line Interference free Control signals


PRODUCT QUALITYQuality is part of our culture and Cutix ensures that all products produced for the market are in compliance to National and International standards. The Company has a Quality Assurance department whose function is to monitor all the processes of production from raw materials to finished products. Quality control is embedded in every process of our manufacturing system and confirmed by complete tests carried out at the laboratory prior to releasing of products to the store. To attest to this, the Company has consistently won the NIS award for all product categories since inception and also ISO 9001:2008 for her quality products.

CORPORATE QUALITY POLICYTo provide exclusive high quality cable and wire products and services with continual improvement in accordance with national and international standards. To meet customers' requirements timely and at competitive prices.

CORPORATE HSE POLICYCutix Plc is committed to policies, procedures, regulations and code of practices to enable her provide healthy and safe operating conditions for all its employees, visitors and the host community as well as maintaining high standard of environmental protection.

POINTS TO NOTEŸ Cutix Plc is the first Company East of the Niger to be quoted on the Nigerian Stock

Exchange.Ÿ Cutix Plc is the first cable manufacturer in Nigeria to acquire a plastic compounding line.Ÿ There is a high commitment to quality in Cutix Plc as shown by the various quality control

(QC) points in our production process.

SECURITY TRADING POLICYThe company has a policy guiding its Directors, Management and other related parties on trading on the securities of the company. The policy is being adhered to by concerned persons.

COMPLAINTS MANAGEMENT POLICY1. Preamble

This Complaint Management Policy has been prepared in pursuant to the requirements of the Securities & Exchange Commission's rules relating to the complaints management


framework of the Nigerian Capital Market issued on 16th February, 2015 and The Nigerian Stock Exchange directive to all listed companies issued on 22nd April, 2015.

Further, this policy has been prepared in recognition of the importance of effective engagement in promoting shareholders and investors confidence in the Company.

Ÿ This policy sets out the broad framework by which Cutix Plc ("The Company") and its Registrar will provide assistance regarding shareholders issues and concerns. It also provides the opportunity for the Company's shareholders to provide feedback to the company on matters that affect shareholders.

2. ObjectiveThis policy is designed to ensure that complaints and enquiries from the Company's shareholders are managed in a fair, impartial, efficient and timely manner.

3. CommitmentCutix Plc is committed to providing high standards of services to her shareholders, including:

i. Providing a platform for efficient handling of shareholder's complaints and enquiries;ii. Enabling shareholders to have shareholder related matters acknowledged and

addressed;iii. Providing sufficient resources to ensure that shareholders' complaints and enquiries

are dealt with adequately and in an efficient and timely manner; andiv. Facilitating efficient and easy access to shareholder information.

4. Procedure for Shareholder Complaints/EnquiriesShareholders can make complaints/enquiries and access relevant information about their shareholdings in the following manner:

a. Contact the RegistrarShareholders who wish to make complaint/enquiry shall in the first instance contact the Registrar (see the contact details set out in section 8 of this Policy). The Registrar manages all the registered information relating to all shareholdings, including shareholder name(s), address and dividend payment details amongst others.

Upon receipt of a complaint or an enquiry, the Registrar shall immediately attend to the issue(s) and then provide the relevant details of such complaint or enquiry to Cutix Plc for monitoring, record keeping and reporting purposes.

b. Contact Cutix Plc's Company SecretaryIf the Registrar is unable to satisfactorily address shareholders' enquiries and resolve their complaints, the shareholders should contact the office of the Company Secretary (See the contact details set out in section 9 of this policy).



5. Complaints/Enquiries Received Directly by Cutix PlcWhere a complaint or an enquiry is sent to Cutix Plc directly, the Company upon receipt of the complaints or enquiry shall use its best endeavours to ensure that:

a. relevant details of the complaint or enquiry are immediately recordedb. a response is provided by the Company or the Registrar within the time frame set

out in sub-clauses i-iii below.

i. Complaints or enquiries received by e-mail are acknowledged within two working days of receipt.

ii. Complaints or enquiries received by post are responded to within five (5) working days of receipt.

iii. Complaints or enquires are resolved within ten (10) working days of receipt.

c. Where a complaint/enquiry cannot be resolved within the stipulated time frame set out above, the shareholder shall be notified that the matter is being investigated. Delays may be experienced in some situations, including where documents need to be retrieved from storage.

d. The same or similar medium that was used for the initial enquiry iwhether by email, phone or post) unless otherwise notified or agreed on

with the shareholder.

6. Electronic Complaints Register and Quarterly Reporting Obligations Cutix Plc shall maintain an electronic complaints register The electronic complaints register shall include the following information:

a. The date that the enquiry or complaint was receivedb. Complainant's information (including name, address, Telephone number, e-mail

address)c. Nature and Details of the enquiry or complaintd. Action Taken/Statuse. Date of the Resolution of the complaint

Cutix Plc shall also provide information on the details and status of complaints to the Securities and Exchange Commission and The Nigerian Stock Exchange on a quarterly basis.

7. Liaison with the RegistrarDuring the course of investigating a shareholder's enquiry, complaint or feedback, Cutix Plc may liaise with the Registrar. The Company's engagement with the Registrar will include:

a. Determining the factsb. Determining what actions has been undertaken by the Registrar (if any); andc. Coordinating a response with the assistance of the Registrar

s used in providing a response (

.



8. Contact Details of the RegistrarThe Registrar may be contacted as follows:EDC Registrars Ltd154, Ikorodu Road, Onipanu, LagosTelephone: +234 7043721311, +234 1 4538671-4E-mail:

9. Contact Details of the Company SecretariatShareholders seeking to report unresolved complaints are invited to contact the Company Secretariat as follows:

Office of the Company Secretary 17 Osita Onyejianya Street Anuka Otolo NnewiAnambra StateTelephone: +234 46 281 199Post: P.M.B. 5040, Nnewi, Anambra StateE-mail: [email protected]: www.cutixplc.com.ng

10. Shareholder Access to this PolicyShareholders will have access to this policy through the following avenues:Ÿ The Company's website(www.cutixplc.com.ng)Ÿ Contacting the office of the Company Secretary.The Policy shall be made available for perusal at general meetings of the Company

11. Fees and ChargesWherever possible, and subject to statutory requirements, The Company will not charge shareholders for making enquiries, giving feedback, providing a response or for any aspect in the course of resolving a shareholder matter.

Shareholders are informed that in some circumstances the Registrar may charge shareholders a fee (for example, to resend previous dividend statements upon request by the shareholder).

12. Amendment/Review of this PolicyCutix may from time to time review this policy and the procedure concerning shareholders' enquiries, complaints and feedback.

Any change(s) or subsequent versions of this Policy will be published in the Company's website (www.cutixplc.com.ng)

Approved by Cutix Management team on July 18, 2015.

[email protected]

,


Dr. Ajulu Uzodike, OON(Oziuzo - Nnewi)Founder

i s t i n g u i s h e d S h a r e h o l d e r s , representatives of regulatory Dauthorities, invited guests, press and

media houses, ladies and gentlemen, it is with great pleasure that I welcome you to the 34th Annual General Meeting of Cutix Plc holding today the 27th day of October 2017.

I am delighted to present to you the financial statement and report for the period ended April 30 2017. Before then, I shall highlight some significant factors that contributed to the performance of the company during the year and future prospects.

Operating & Economic EnvironmentThe global price of crude oil continued to

decline within the year resulting to

a s e r i o u s drop in the

revenue o f t h e F e d e r a l Government. The s i tuat ion was made worse by t h e c r i pp l i n g

CHAIRMAN'S STATEMENT

effect of the disruptive activities of some ethnic militant groups especially in the oil producing Niger Delta regions. The drop in government revenue made it difficult for the stabilization of the economy which led to the country's first recession in twenty years.

The resultant gap in the supply of foreign exchange led to increased volatility and uncertainty in the foreign exchange market of the country. Foreign exchange (Forex) required to import major raw materials was consequently not easily accessible. The procurement of forex through Central Bank sources became very difficult which in turn led to sharp price increases in the parallel markets with the Dollar exchanging for up to N520 at the peak of the crisis. We welcome government's initiative that started injecting forex into the economy in the first half of 2017 that made the Dollar exchange rate drop significantly to about N390 in the parallel market by April 30, 2017.

Deregulation of the petroleum sector which was introduced in FY2016 led to some stability in the prices of petroleum products in the country. We however experienced some operational challenges due to petroleum product scarcity and price volatility associated with the high exchange rates of Forex.

The issue of multiple taxation has not been fully addressed by the Federal and State

governments. A few Government agencies are still finding alternative ways of increasing taxes which have created further hardship to local manufacturers and businesses.

The inflation rate in the country, which was at 18% by January 2017, started coming down within the year. To m a i n t a i n o u r m a r g i n s a n d simultaneously remain competitive in

15


16

the market, the selling prices of our products were slightly adjusted upwards mainly to accommodate the higher cost of foreign exchange and inflation.

Political Environment The general agitation by various interest groups for restructuring of the country has created tension in the country. It is our belief that the situation will normalize in due course. The continuing security challenges in the country also remained a major challenge during the year.

The carrying out of peaceful elections in some states of the country during the year is a clear sign of increasing political maturity.

There is still a huge deficit in the requisite infrastructure of the country which must have to be addressed if the country is to attain its maximum development potentials. The net effect of this deficit is a general increase in the cost of doing business in Nigeria. There is therefore an urgent need for the Federal Government of Nigeria to allocate a fair amount of capita l expenditure for infrastructure development in the coming years.

Review of FY2017 PerformanceDespite the economic recession in the country, your company recorded significant improvement in both its FY2017 Revenue and Profit Before Tax when compared to FY2016.Revenue grew by 30% from N2.835 billion to N3.676 billion in and Profit Before Tax grew by 33% from N278 million to N371 million. Profit After Tax grew by 36% from N190 million to N258 million.

The FY2017 impressive results were mainly due to increased operational efficiency and cost optimization. In view of the good p e r f o r m a n c e , t h e D i r e c t o r s a r e recommending a dividend of 18k per share for your approval.

Chairman's Statement Cont’d

Future ProspectsIn the coming year, the company plans to continue driving its current aggressive growth ambitions. Special focus will be on volume capacity expansion and accelerated profitability whilst remaining competitive in the market place.

Chief Executive Off icer (CEO) SuccessionThe tenure of the current Managing Director of your company shall end by October, 2018. The process for recruiting a new Managing Director has already been initiated by the Board of Directors. We plan to complete the recruitment exercise early enough to allow for a smooth hand over in order to sustain the good performance of the Company.

AcknowledgmentsI want to seize this opportunity to appreciate all stakeholders (Shareholders, fellow Directors, Management and Staff, Customers, Suppliers, Bankers, Legal advisers, Auditors, Government etc,) for your unwavering support towards the success of Cutix Plc.

I wish to assure you that we will continue to strive relentlessly to ensure the good performance of your company.

May the Lord guide you as you return safely to your various destinations. We hope to see again next year.

Distinguished Ladies & Gentlemen, I thank you all for your audience.

Engr. (Dr.) O. J. Mbonu (FNSE)FRC/2017/COREN/00000016805

Cutix Plc 2017 Annual Report & Accounts

17

DIRECTORS PROFILEFor the Year Ended 30 April 2017

Engr. (Dr.) Okechukwu John (OJ) Mbonu, 66, Married. Chairman

Education

Professional

Ÿ

Ÿ B.Sc. Mechanical Engineering, University of Manchester, UK. - 1977Ÿ HSC Federal Government College, Warri,1973Ÿ WASC. Mayflower School, Ikenne, 1971

AffiliationsŸ Registered Member, Council For The Regulation Of Engineering In Nigeria,

COREN Ÿ Fellow, Nigerian Society of Engineers (FNSE)Ÿ Fellow, Nigerian Institution of Mechanical Engineers (FNIMechE) Ÿ Fellow, Sierra Leone Institute of Engineers (FSLIE)Ÿ Fellow, Nigerian Academy of Engineering (FAEng)

Employment HistoryŸ Founding Partner, Execution Edge Limited – 2014 to dateŸ Director, PricewaterhouseCoopers (PwC) Limited, Nigeria – 2009 to 2014Ÿ MD/CEO, Sierra Leone Brewery Limited, Freetown – 2005 to 2009Ÿ Customer Service Director (CSD), Nigerian Breweries Plc – 2001 to 2005Ÿ Human Resource Director (HRD), Nigerian Breweries Plc – 1999 to 2001Ÿ Head, Corporate Education, Shell Petroleum Devt. Coy. of Nigeria -

1996 to 1999Ÿ Group Engineering Manager, Nigerian Breweries Plc – 1990 to 1996

Special AwardsŸ Shell-BP Overseas scholarship to study BSc Mechanical Engineering at the

Prestigious Noel Philip Bedson Research Scholarship to do PHD

Ph.D. Mechanical Engineering, Manchester University, UK. - 1982


18

Mr. Ifeanyi Uzodike, 56, MarriedChief Executive Officer

EducationŸ

Ÿ B.Sc. Accountancy, Seton Hall University, New Jersey - 1980 to 1984Ÿ WASC, Federal Government College, Odogbolu, - 1972 to 1978

Employment HistoryŸ Chief Executive Officer, Cutix Plc – 2008 to dateŸ Director, Adswitch Plc – 1997 to 2009Ÿ Director, Cutix Plc - 1993 to dateŸ Finance & Admin, Personnel & Public Affairs Manager Cutix Plc, 1991 to 2008Ÿ Posting & Reconciliation Officer, United Jersey Bank, New Jersey – 1989 to1991Ÿ NYSC, Nnamdi Oyeka & Co – 1984 to 1985Ÿ Administrative Officer, EN-Project (Nig.) Ltd and Pacific Engineering Ltd – 1979 to 1980

Professional AffiliationsŸ President, Cable Manufacturers Association of Nigeria - 2005 to dateŸ Council Member, Anambra/Enugu States Branch of Manufacturers Association of

Nigeria Ÿ Member, Institute of Directors - 2015 to date

Extra Curriculum Activities:Ÿ Member, Nnewi Sports ClubŸ Member, Abuja Golf Club

MBA, Seton Hall University, New Jersey – 1987 to 1988.

Barr. (Mrs.) Ifeoma Regina Nwahiri, 38, MarriedNon-Executive Director

EducationŸ BL; Nigerian Law School, Abuja – 2003Ÿ LLB; Imo State University, Owerri – 2002

Directors Profile Cont’d


19

Ÿ WAEC Senior School Certificate; Federal Government Girls College, Onitsha – 1995

Ÿ First School Leaving Certificate; Air Force Primary School, Ikeja - 1988

Professional Ÿ Member, Chartered Institute of Taxation - 2016Ÿ Member; Chartered Institute of Arbitrators (U.K Branch) - 2005Ÿ Member; Nigerian Bar Association - 2003Ÿ Member; Negotiation and Conflict Management Group - 2003

Extra Curriculum Activities

Employment HistoryŸ Director, Cutix Plc 2016 to date Ÿ Director, Adswitch Plc, Nnewi –2011 to 2013Ÿ Managing Director, Soul Mill Limited, Lagos - 2010 to 2014Ÿ Principal Partner, Laud Chambers, Lagos - 2007 to DateŸ Director, Cutix Plc, Nnewi – 2005 to 2011Ÿ Counsel, Jumbo Chambers, Lagos – 2004 – 2006

Affiliations

Ÿ Secretary, Association of Table Water Producers, Oshodi Isolo Zone – 2012Ÿ Financial Secretary, Catholic Law Students Association, Abuja Law School - 2002

EducationŸ HND Accountancy, Federal Polytechnic Oko - 1997Ÿ HND Marketing, Institute of Management and Technology, Enugu - 1981 Ÿ OND Business Management, Institute of Management & Technology, Enugu -1979 Ÿ WASC, St. Anthony's Secondary School, Azia, Ihiala, - 1976Ÿ GCE O'Level, December 1976Ÿ

Employment HistoryŸ General Manager, Ponsel Nig. Ltd, 2004 till date Ÿ General Manager, Keywest Properties Ltd, 2001 to 2003 Ÿ Head National Sales, Cutix Plc -1999 Ÿ Head General Industrial Markets Cutix Plc - 1998 to 1999 Ÿ Head PVC Sales, Cutix Plc - 1995 to 1998 Ÿ Head Manufacturing, Cutix Plc - 1993 to 1995

Mr. Ike Godwin Okonkwo, 59, MarriedNon-Executive Director



20

Ÿ Project Manager, Plastic Compounding (PVC), Cutix Plc-1988 to 1993Ÿ Sales & Marketing Manager, Cutix Plc-1986 to 1988 Ÿ Business/Sales/Accounts Manager, Cutix Plc-1983 to 1986 Ÿ Manager/Marketing Trainee, Adtec Ltd - 1982 to 1983 Ÿ NYSC, Class Teacher -1981 to 1982Ÿ SIWES, Guffanti Nigeria Limited- 1979 to 1980Ÿ

Professional AffiliationsŸ Associate Member, Nigerian Marketing Association.Ÿ Associate Member, Nigerian Institute of Management. Ÿ

Extra Curriculum ActivitiesŸ Member, Nnewi Sports Club


Amb. Okwudili Nwosu, 66, MarriedNon-Executive Director

EducationŸ Harvard University Graduate School of

Business, Boston, Massachusetts U.S.A. - Apr. 1992Ÿ MBA, Auburn University, Auburn, Alabama U.S.A. Dec. - 1978.Ÿ Bachelor of Chemical Engineering, Georgia Institute of Technology, Atlanta, Georgia

U.S.A. - Jun. 1976.Ÿ Bachelor of Interdisciplinary Science, Morehouse College, Atlanta, Georgia, U.S.A.

– May 1976.Ÿ Mixology Diploma, Ÿ Cinematography Diploma, Community Film Workshop Council, Atlanta, Georgia

U.S.A. - Dec. 1971Ÿ West African School Certificate, Division 1,

Employment HistoryŸ Nigerian Ambassador to Burundi - 2012 to 2015Ÿ Chairman, Cutix Plc - 2011 to 2012Ÿ Cutix Plc- Pioneer General Manager, Deputy General Managing Director and later

Managing Director before retiring while retaining his position on the board. Retired from the board in 2011. - 1982 to 2011

Ÿ Benue Cement Company Ltd, Special Assistant to the Technical Controller – 1982Ÿ Union Carbide Nigeria Ltd, Kano, Quality Control Engineer - 1980 to 1981Ÿ Merck & Co. Inc. Albany, Georgia USA, Process Engineer - 1976 to 1977Ÿ Morehouse College, Atlanta Georgia, USA – Mathematics Docent – 1975

Program for Management Development,

Georgia School of Bartending, Atlanta, Georgia U.S.A. - Feb. 1973

King`s College, Lagos, Nigeria - Dec. 1970


21

Ÿ General Motors Corp, Lockport, New York – Engineer Trainee, Harrison Radiators Division – 1974

Ÿ Research and Development Technician, Olin Corporation, New Haven, Connecticut. U.S.A. – 1972 to 1973

Ÿ Tutorial Assistants for Chemistry and Mathematics, Morehouse College, Atlanta, Georgia. U.S.A – 1972 to 1976

Extra Curriculum ActivitiesŸ Chairman, Anambra State Advisory Committee for Industries – 2006 to 2007Ÿ Chairman, Anambra/Enugu State Council of Manufacturers Association of Nigeria

(MAN) -1993 to 1995Ÿ Member, Harvard Business School Association of Nigeria – 1992 to dateŸ Vice Chairman, Anambra State Branch Council of Manufacturers Association of

Nigeria (MAN) – 1989 to 1991Ÿ Vice President Administration, Nnewi Chamber of Commerce, Industry, Mines and

Agriculture – 1987 to 1990Ÿ Member, Anambra State Committee on the Acquisition of Technology for Industry

– 1987 to 1989Ÿ Vice President, Nnewi Sports Club, Nnewi. – 1993 to 1995Ÿ Patron, Nnewi Sports Club - 2010 to date

Arc. Mansur Kurfi Ahmadu, 65, MarriedIndependent Non-Executive Director

EducationŸ M.Sc. (Project Management), University of Reading, U.K. – 1989 to 1991Ÿ Post- Graduate Diploma (Planning), A-A Architecture School, London – 1981 to

1982Ÿ M.Sc. (Arc), Ahmadu Bello University, Zaria -1977Ÿ B.Sc.(Arc) Ahmadu Bello University, Zaria – 1971 to 1975Ÿ Govt. College Kaduna – 1968 to 1970Ÿ Govt. Sec School Katsina – 1966 to 1967Ÿ Kurfi. E.A. Primary School Katsina – 1960 to 1965

Employment HistoryŸ Multi-Systems - Partner/Director - 1984 to DateŸ Benna Associates/KenzoTange Japan - 1981 to 1984Ÿ Rational Architects, Ibadan - 1979 to 1981



22

Ÿ Federal Capital Development Authority- 1978Ÿ NYSC Regional Architects, Ibadan- 1977-1978

Professional AffiliationsŸ Member Federal Government delegation to Nigerian Infrastructure Investment

Forum in Washington DC – 2012Ÿ Chairman NIA Education Board - 2010-DateŸ Chairman B.O.T. of Project Management Development Assoc. of Nigeria – 2008 to date

Ÿ Chairman NIA Electoral Board – 2007 to 2010Ÿ Chairman of Education, Commonwealth Assoc. of Architects. – 2007 to dateŸ Council member, University of Lagos – 2000 to 2004Ÿ Fellow Nigerian Institute of Architects - 1993 to DateŸ Council Member Architects Registration Council of Nigeria - 1991 to Date.Ÿ Chairman NIA International Affairs – 1990 to 1994Ÿ Member NIA Education Board – 1988 to DateŸ Council Member Nigerian Institute of Architects - 1987 to Date

Extra Curriculum Activities:Ÿ Commonwealth Association of Architects - Chairman of Education 2007-2016Ÿ Council Member University of Lagos—2000-2004Ÿ Intercellular Nigeria- Board Director 1998-2009Ÿ Katsina State Housing Authority Member 1991-1993Ÿ Lower Benue River Basin Authority - Board Member 1987-1990Ÿ Kaduna Health Management Board – Member 1987 - 1989Ÿ International Affairs Committee and Board of Education – ChairmanŸ Architects Registration Council of Nigeria – Council Member

Engr. Olufemi Kayode Akintunde, 50, MarriedIndependent Non-Executive Director

EducationŸ Masters Degree in Engineering Management, University of Port Harcourt, Nigeria

(1999)Ÿ Graduate Certificate in Management - University of Lagos (1992)Ÿ Institute of Chartered Accountants of Nigeria (ICAN) Professional Exams Level 1 –

1991).Ÿ BSc Industrial Engineering, 2nd class (Upper Division), University of Ibadan, Nigeria

(1988).



23

Employment HistoryŸ Managing Director/CEO, Alpha Mead Facilities – June 2006 to Date.

i. Director, Alpha Mead Development Companyii. Director, Alpha Mead Security Systems and Technologiesiii. Director, Harrison Inspection and Trainingiv. Director, Cluttons Nigeria

Ÿ Deputy General Manager, Corporate Services, UBA - June 2005 to May 2006Ÿ Shell Petroleum Dev. Company Of Nig. - Dec. 1993 to Jul. 2005

i. Head, Lagos Location Services – Jan. 2005 to Jun. 2005ii. Head, Office & Industrial Asset Management, Port Harcourt – Apr. 2004

to Dec. 2004iii. Head Corporate Services Planning, Projects and Contracts Coordination

(Corporate Services) – Jun. 2003 to Apr. 2004iv. Manager, Southern Swamp AGG Project Interface – Jan. 2002 to Jun. 2003v. Process Engineer, Southern Swamp AGG Project – DGW-FOR – 1998 to 2002vi. Transformation & Change Management, HR Processes Redesign/Transition

Team NWHR – 1996 to 1997vii. Senior Human Resources Adviser, Development Directorate, West – DVW-

HRS – 1997 to 1999viii. Human Resources Adviser, Petroleum Engineering, Finance & Establishment

Control PEHE – 1995 to 1996ix. Head, General Services Planning, Contracts and Administration, East, HRGE/6

– 1993 to 1995Ÿ Nestle Food Nigeria Plc - Foods And Beverage Manufacturing (1988 to 1993)

i. Industrial Engineer Factory (1988 to 1991)ii. Manager Head Office, Industrial Engineering (1990 to 1991)iii. Head, Corporate Technical Planning & Supply Chain Coordination, Head

Office - 1992 to 1993:

Professional AffiliationsŸ Council of Registered Engineers of Nigeria (COREN)Ÿ International Facility Management Association – IFMAŸ British Institute of Facilities Management – BIFMŸ Nigerian Institute of Industrial Engineers – NIIE (Full Member)Ÿ Nigerian Institute of Management – NIM (Associate Member)Ÿ Institute of Personnel Management of Nigeria – IPM (Full Member)Ÿ Institute of Chartered Accountants of Nigeria – ICAN (Student Member PE1 Level

Relevant On-The Job Training ProgrammesŸ Asset Summit Africa, London - 2013.Ÿ Harvard Business School; Real Estate Management Program: New Conditions, New

Leaders, Boston MA USA - Oct 2011Ÿ Short Term Experience Broadening Assignment to MERPRO, UK - Dec. 1999 – June 2000

Ÿ Development and operation of Production Systems, Shell International, Holland - 1999



24

Ÿ Shell Exploration and Production Business Skills Development course, Holland - 1998Ÿ Asset Management Workshop, Shell International, Holland - 1997Ÿ Move The Dot' methodology workshop, Shell International Holland - 1997Ÿ HR Resourcing and Consulting, Shell International, Lensbury , UK - 1996Ÿ Industrial Engineering Seminar, NESTEC LTD, Switzerland - 1993Ÿ Attendance of several Shell and Nestle in-house courses and seminar

Special AwardsŸ European CEO Award, UK - 2014Ÿ Safety Hero Award – OSHA Association - 2014Ÿ Real Estate Unite Award for Best Real Estate Support Company of the Year 2013.Ÿ Entrepreneur of the Year West Africa (Emerging Category) – Ernest & Young - 2013Ÿ Fast Growth 50 Awards by Michael Porter All world Network and Tony Elumelu

Foundation - March 2013Ÿ Company Awards; First ISO Certified FM company in Nigeria - 2012Ÿ IFMA Award of Excellence for Best FM Stakeholder in Nigeria - 2012Ÿ Nigerian Institute of Management (NIM) Young manager of the year - 1992 (State

Winner and National Runners up).



25

MANAGEMENT STAFF


Mr Chima Nwosu (FCA)Head-Finance Dept.

Mrs Uche IgbokweHead-Sales Dept.

Mrs Ijeoma OduonyeCompany Secretary

Mr Peter EzeimoSkill Certification Officer

Mrs Ijeoma ObiorahHead-Quality Assurance Dept.-Anuka

Engr. Arinze OkwuosaHead-Quality Assurance Dept.-PCP

Mrs Chinyere AraluHead-Human Resources Dept.

Mrs Nkiru AmaukwuHead-Manufacturing Dept.

Mrs Chioma UnachukwuHead-Lagos Office

Mrs Chinwe UkejeHead-Enterprises Assurance Dept.

Miss Eunice UgbajaHead-Power Cable Plant/HSE Officer

Mrs Chidimma UdehHead-Supply Chain Dept.

Mr Chukwuma EruchaluHead-Maintenance

Miss Louisa AnopuP.A to the C.E.O

Mrs Favour OttiAccounting Officer

Mrs Ada IkebuiloHead-Marketing Dept.


In accordance with section 342 of the Companies and Allied Matters Act, 1990, the Directors have the pleasure of presenting herewith their Annual Report together with the Statement of Financial Position as at April 30, 2017 and the Statement of Profit or Loss and other Comprehensive Income for the year ended on that date. 1) LEGAL STATUS

Cutix Plc was incorporated on November 4, 1982 as a private limited liability company. It was quoted on the Second Tier of the Nigerian Stock Exchange on August 12, 1987 and later migrated to the First Tier of the Exchange on February 18, 2008. The price per 50k share of the Company as at April 30, 2017 was N1.70.

2) PRINCIPAL ACTIVITIESThe principal activities of the Company are manufacturing and marketing of electrical, automobile and telecommunication wires, cables and related products.

3) 2017 RESULTThe following are highlights of the Company's performance in FY2017.

REPORT OF THE DIRECTORS


FY 2017 FY 2016 N’000 N'000 Revenue 3,675,712 2,835,863 Profit Before tax 370,143 278,114 Taxation (113,292) (85,654) Profit After Tax 257,498 190,551

4) DIVIDENDThe directors are pleased to recommend a dividend of 18 kobo per share to be considered for approval by the shareholders at the Annual General Meeting. The total dividend payable, if approved by the shareholders, is N158,518,984 and is subject to deduction of withholding tax at the rate applicable at the time of payment. Below is the summary of the PBT, proposed dividend and reserve of the Company:

Profit After Taxation 257,498,000Less Proposed Dividend 158,518,984Profit Carried Forward 98,979,016


S/No Location Business Name Address1. Aba · A.N. Atueyi Nigeria

Enterprises

· Ikeagu & Bros Electrical Stores

· Nzegwu & Sons

· 74, Hospital Road, Aba,Abia State

· 206 Faulks Road Aba, Abia State

· 18, Asa Road, Aba, Abia State2. Abakaliki · CVC Electricals · 96 Afikpo Road,68 Gunning

Road, 6 Ojeawere Street, Abakaliki, Ebonyi State

3. Abuja · Platinum Savings & Loan Ltd

· Power System & Automation

· 61, Yakubu Gowon Crescent Asokoro, Abuja

· 34 Lateef Jakonde Crescent, Gudu, Abuja.

4. Anambra State Government

· Resource plus

· Nobel Steed Company

· Light Vision

· Air Power Ltd

· Collins Kennedy

· Plot 4A, Rafiu Shittu StreetAlaka Estate, Surulere Lagos

· Plot 25, Block 68, Durosinmi Etti Drive, Lekki Phase 1, Lekki, Lagos

· Plot 792 Aminu Kano Crescent, Wuse, Abuja

· 37, Nouakchott Street, Wuse, Zone 1, Abuja

· 112B, Olabode George Street, Victoria Island, Lagos

5. Jos · Alhaji Ibrahim Lawal & Sons Electrical

· Dennison Pete Electrical Merchants Ltd

· St Anthony Electrical Co.

· 62/10 Bauchi Road, Jos Main Market, Plateau State

· 34, Rwang Pam Street, Jos Plateau State

· 41Rwang Pam Street, Jos Plateau State

6. Katsina · O. & O. Electrical · 4, Yahaya Madaki Way, Katsina, Kastina State

7. Lagos · MP Infrastructure

· Sermatech Nigeria Ltd

· Plot 25/68 Bisola Durosinmi, Etti Drive Lekki Phase 1,Lagos State.

· 19A Sumola Street, Okupe Estate, Maryland, Ikeja, Lagos State

8. Nnewi · F. O. Anaka · 29, Dalgo Estate, Nnewi, Anambra State.

9. Obosi · Dollymart Industries Nigeria Ltd

· E.U. Nwankwo

· Zone 1 Block 1No. 12 Central LineElectrical Dealers International Market, Obosi, Anambra State

· Jarcan Plaza, Electrical Dealers International Market, Obosi, Anambra State

Report Of The Directors Cont’d

5) MAJOR USERS AND DISTRIBUTORS OF THE COMPANY'S PRODUCTSThe list of major users and distributors of the company's product in FY 2017 is as follows:



S/No Location Business Name Address

· Pax-O Multi Links Ltd · Zone 3 Block O, No 9 Main Line, Electrical Dealers Int’l Market Obosi, Anambra State.

10. Owerri · Olisakwe Enterprises Nig Ltd

· 7, Osina Street, Owerri,Imo State

11. Port Harcourt

· Chikandu Electrical

· Linco Nigeria Ltd

· Oil Serve Ltd

· 8, Okija Street, Mile 1 Diobu, Port Harcourt, Rivers State

· 15 Umuoji Street, Port Harcourt, Rivers State.

· Plot 1/7 Oil Serve Lane Off Trans Woji Road, Woji Town,Port Harcourt

12. Uyo · Mosman Electrical Company

· Ogbuefi Electrical/Electronic Company

· Sunny Electrical Stores Nigeria

· A.B. Commercial

· 142 Udoumana Street, Uyo, Akwa Ibom State

· 61, Aka Road, Uyo, Akwa Ibom State

· 70, Abak Road, Uyo, Akwa Ibom State

· 81, Aka Road, Uyo, Akwa Ibom State

6) BOARD OF DIRECTORSa. Size of the Board:

The Memorandum and Articles of Association of the Company allows for a maximum of nine directors and the Board currently has seven. The seven Directors are made up of a Non-Executive Chairman, the Chief Executive Officer and five Non-Executive Directors. One of the Directors, Dr, O. J. Mbonu, who is the Board Chairman, will resign from the Board of the Company at this year's Annual General Meeting and being eligible, offers himself to the shareholders for re-election. Mr. Ike Okonkwo will also retire at the meeting having completed his 3 year tenure. The Directors recommend the appointment of Barr. (Mrs.) Ogechukwu Maduka to replace Mr. Okonkwo.

b. Record of Directors' Attendance In accordance with section 258(2) of the Companies and Allied Matters Act (CAP C20) Laws of the Federation of Nigeria, 2004, record of the Directors' attendance at Board meetings during the year under review will be available at the Annual General Meeting for inspection. Further, and in line with Corporate Governance principles, details of the Directors' attendance at Board Meetings in FY 2017 are set out below:


29


Name Meetings Held Meetings AttendedDr. John Mbonu 4 4Mr. Ifeanyi Uzodike 4 4Mr. Ike Okonkwo 4 4Amb. Okwudili Nwosu 4 4Barr. (Mrs.) Ifeoma Nwahiri 2* 2Arc. Mansur Ahmadu 2* 2Engr. Femi Akintunde 2* 2

*Number of meetings held within the period the Director was on the Board of the Company

Dates Of The Board Meetings:S/No. Period Date

1. First quarter July 15, 20162. Second quarter October 20, 20163. Third quarter January 20, 20174. Fourth quarter April 21, 2017

c. Directors' Responsibilities In accordance with the provisions of Sections 334 and 335 of the Companies and Allied Matters Act, Cap. C20, Laws of the Federation of Nigeria, 2004, the Directors are responsible for the preparation of the Financial Statements, ensuring that the Statement of Financial Position gives a true and fair view of the state of affairs of the Company at the end of each financial year, and of the Statement of Profit or Loss and other Comprehensive Income for that period.

The Directors' responsibilities include:

Ø Defining the Company's strategic goals and ensuring that its human and financial resources are effectively deployed towards attaining those goals;

Ø Overseeing the effective performance of Management in order to protect and enhance shareholder's value and meet the Company's obligations to its employees and other stakeholders;

Ø Ensuring that the Company carries on its business in accordance with its Memorandum and Articles of Association and in conformity with the laws of the country, observing the highest ethical standards and on an environmentally sustainable basis;

Ø Defining a framework for the delegation of its authority or duties to Management specifying matters that may be delegated and those reserved for the Board;


30


Ø Establishing appropriate internal controls to safeguard the assets of the Company and to prevent and detect fraud and other irregularities;

Ø Ensuring that the Company uses suitable accounting policies consistently supported by reasonable and prudent judgments and that all applicable accounting standards are followed;

Ø Identifying risks and monitoring risk management systems;

Ø Ensuring succession planning and the appointment, training, remuneration and replacement of Board members and Senior Management staff;

Ø Accepting responsibility for the annual financial statements, which have been prepared using appropriate accounting policies supported by reasonable and prudent judgments and estimates, in conformity with the International Financial Reporting Standards and the requirements of the Companies and Allied Matters Act (CAP C20) Laws of the Federation of Nigeria, 2004.

d. Directors' Interest in ContractsNone of the Directors notified the Company for the purpose of section 277 of the Companies and Allied Matters Act (CAP C20) Laws of the Federation of Nigeria, 2004 of their direct interest in contracts or proposed contracts with the Company during the year.

e. Directors' Shareholding

April 30, 2017 April 30,2016 Direct Direct

Dr. John Mbonu 1,389,726 0Mr. Ifeanyi Uzodike 7,389,726 5,732,226Barr. (Mrs.) Ifeoma Nwahiri 2,000,000 N/AMr. Ike Okonkwo 0 0Amb. Okwudili Nwosu 35,207,199 35,207,199Arc. Mansur Ahmadu 0 N/AEngr. Femi Akintunde 0 N/A

f. Board CommitteesIn conformity with the Code of Best Practices in Corporate Governance, the Directors worked through the following Board Committees:

i. Risk Management Committee ii. Governance & Compensation Committee


31


i. Risk Management Committee

Amb. Okwudili NwosuChairman

The Role Of The Risk Management CommitteeThe Committee assists the Board in identifying risks, creating systems to protect the Company from identified risks and monitoring the implementation of the Company's risk management systems. It also assists the Board in fulfilling its oversight function on the reliability and integrity of financial management, accounting policies, asset management, financial reporting and disclosure practice.

Other MemberEngr. Femi Akintunde

Risk Management Committee – Attendance Record

NameNumber of Meetings

HeldNumber of Meetings

AttendedAmb. Okwudili Nwosu 4 4Mr. Ike Okonkwo 2* 2Engr. Femi Akintunde 2* 1

* Number of meetings held within the period the Director was a member of the Committee.

Dates Of The Risk Management Committee Meetings

S/No. Period Date1. First quarter June 24, 20162. Second quarter September 23, 20163. Third quarter December 9, 20164. Fourth quarter March 16, 2017


ii. Governance & Compensation Committee

Mr. Ike OkonkwoChairman

Role of the Governance & Compensation CommitteeThe Governance & Compensation Committee makes recommendations to the Board on policy framework and Executive Compensation and its costs, establishes and maintains the Company's equity, compensation policies and practices, reviews and makes recommendations to the Board with respect to the Company's incentive compensation plans that are subject to the Board's approval. It also defines processes for determining executive and non-executive compensation. The Committee establishes the criteria for Board and Board Committee membership, reviews candidate's qualification and any potential conflict of interest. It ensures that succession policy and plan exist for the positions of the Chairman, MD/CEO, Directors and Heads of Departments. It also reviews and makes recommendations to the Board for the approval of the Company's organizational structure and any proposed amendment(s). Finally, the committee monitors the compliance of the Company to the Code of Corporate Governance.

Other MembersBarr. (Mrs.) Ifeoma NwahiriArc. Mansur Ahmadu

Governance & Compensation Committee Attendance

NameNumber of

Meetings HeldNumber of Meetings

AttendedMr. Ike Okonkwo 2* 2Barr. (Mrs.) Ifeoma Nwahiri 2* 2Arc. Mansur Ahmadu 2* 2

* Number of meetings held within the period the Director was a member of the Committee.



33

Dates Of The Governance &Compensation Committee Meetings:

S/No. Period Date1. First quarter June 10, 20162. Second September 9, 20163. Third quarter November 18, 20164. Fourth quarter February 17, 2017

g. RESUME OF DIRECTORSHIP CANDIDATE

Professional ProfileHighly qualified and proactive Lawyer and Director with a long standing career specializing in Legal Services, Contracts Management, Process Improvement, Administration, Human Resources and Team Management. An innovative and analytical leader with proven success in identifying areas where improvements can be made, and implementing strategies to promote best practice to improve reliability and reduce costs. Commands a full comprehension of legal and industry specific regulations; able to effectively and strategically manage and implement policies across multiple sites in alignment with legal regulations. Passionate about delivering results and achieving company targets, and thrives in highly pressurized and challenging global environments.

Key SkillsŸ Legal Services: Highly competent and knowledgeable lawyer with experience in

providing timely and cost-effective legal services, contract management, Quality Assurance/Quality Control (QA/QC), contract issue resolution and contract provisions/specifications.

Ÿ Management: An innovative manager with verifiable success in leading diverse colleagues and subcontractors; able to successfully implement improvement strategies to improve performance and productivity whilst managing HR, administrative and contractual obligations.

Ÿ Strategic Problem Solving: Innovative and proactive planner with astute problem solving skills. Able to successfully analyze and formulate solutions and strategies to ensure company objectives are met through ensuring adequate policies and procedures are in place including health and safety.

Ÿ Communication: Commands exceptional communication and relationship management skills. Able to build and maintain positive relationships with clients, subcontractors, external organisations, colleagues and managers.

Barr. (Mrs.) Ogechukwu Maduka, aged 38, Married




Career HistoryPrincipal Partner, Oge Maduka & Co., Legal Practitioners - 2013 to dateKey Responsibilities and Achievements:Ÿ Taking Briefs from corporate and individual clients.Ÿ Management of Clients cases.Ÿ Responsible for initiating and handling cases and applications before the Superior

Courts of Record.Ÿ Oversee all corporate regulatory issues.Ÿ Preparation and drafting of Corporate Agreements.Ÿ Preparation of Legal Opinion on all areas of law including but not limited to Oil and

Gas Law, Maritime Law, Criminal Law, Administrative Law, Constitutional Law, Land Law, Labour Law, Secured Credit Transactions and International Law.

Director, Legal Services, JP Leasing Limited, Nigeria And Trace Installation Ventures Limited - 2013 to dateKey Responsibilities and Achievements:Ÿ Responsible for negotiating, drafting, reviewing, filing and managing contracts for the

organization whilst liaising with external solicitors to ensure company interests are protected at all times.

Ÿ Provide comprehensive legal advice to colleagues and managers to minimize exposure to litigation.

Ÿ Negotiate and resolve contractual issues in collaboration with clients, subcontractors and technical partners.

Ÿ Review contractual documentation, prepare qualifications/exceptions and distribute to project teams.

Ÿ Oversee and coordinate team members and subcontractors to ensure project deliverables are achieved.

Ÿ Define and implement quality standards ensuring compliance with specifications and set standards.

Ÿ Attend regular meetings locally and internationally as a key company representative.

Contracts/Admin/HR Manager Tilone Subsea Limited, Nigeria - 2011 to 2013 Key Responsibilities and Achievements:Ÿ Primarily accountable for negotiating, drafting, reviewing and managing contracts

and commercial documents including purchase orders, meeting minutes and management correspondence.

Ÿ Oversaw subcontractors to ensure consistent compliance with contract provisions and specifications.

Ÿ Provided legal advice for the management team in respect of contracts including review of commercial tenders for submission, preparation of contractual qualifications, negotiation with clients, inclusion of service rates and mark-ups, and ensuring rates and Terms & Conditions were included in final contracts.

Ÿ Reviewed legal/contractual documentation prior to anything being sent out by the company.



Ÿ Represented the company at meetings locally and internationally.Ÿ Worked in close collaboration with external Solicitors, subcontractors and

technical partners to ensure business needs are met and protected at all times.Ÿ Prepared insurance documents and correspondence for periods of loss/damage to

company assets, and followed up all insurance claims to ensure adequate resolution.Ÿ Offered comprehensive legal advice to Finance/Cost Control, Operations and

internal departments as required.Ÿ Managed the recruitment and selection of personnel, identified training needs and

coordinated training sessions on a local and international basis.Ÿ Liaised with international Recruitment Agencies to source suitable candidates and

created job descriptions.Ÿ Monitored staff performance, and managed disciplinaries, promotions and welfare

packages.Ÿ Drafted employee handbooks, administrative policies and provided advice on

HR/employment law issues.Ÿ Monitored stock levels and procured supplies as required in line with company

needs.Ÿ Maintained and managed company property, equipment, facilities and stock.

Major Contracts:Ÿ Vessel Design and Vessel Construction contracts 2013)Ÿ Provision of Work Class Remote Operated Vehicle (WROV) services for Allied

Energy PLC (2013)Ÿ Provision of Rig Positioning Services for Allied Energy PLC (2013)Ÿ Provision of Work Class Remote Operated Vehicle (WROV) services for Star Deep

Water Petroleum Limited (a subsidiary of Chevron Nigeria Limited (2013)Ÿ Offshore Inspection Maintenance & Repair (OIMR) Vessel and Work Class Remote

Operated Vehicle (WROV) services for Total Upstream Nigeria Limited (2012 – 2013)

Ÿ Provision of Work Class Remote Operated Vehicle (WROV) services for Nigerian Petroleum Development Company Limited (NPDC) (2011 – 2013)

Ÿ Vessel Catering, Laundry and Housekeeping Contract with Catering & Facilities Solutions Limited (CFS)

Ÿ Technical Partnership Agreement with Hallin Marine UK Limited (2011 – 2013)Ÿ Provision of Rig Positioning Services for Nigerian Petroleum Development

Company Limited (NPDC) (2011 – 2013)Ÿ Lease agreement between the company and various landlords (2011 – 2013)Ÿ Offshore Inspection Maintenance & Repair (OIMR) services for Mobil Producing

Nigeria Unlimited (2011)

Senior Counsel, Louis Mbanefo, San & Co, Nigeria - 2011Key Responsibilities and Achievements:Ÿ Represented clients before the Superior Courts of Record.Ÿ Provided legal counsel in respect of corporate regulatory issues at the Superior

Courts of Record, including drafting corporate agreements and preparing legal documentation.



Ÿ Delivered legal advice in respect of Oil & Gas Law, Maritime Law, Criminal Law, Administrative Law, Constitutional Law, Land Law, Employment Law, Secured Credit Transactions and International Law.

Ÿ Instrumental in compiling Nigerian Shipping Law cases.

Early Career SummaryŸ PR/Human Resources Manager, Hensmor Nigeria Ltd, Nigeria - 2008 – 2009Ÿ Admin Secretary/Manager, Maritime Arbitrators Association Of Nigeria - 2007 –

2008Ÿ Associate Counsel, A.A. Jibrin & Co Solicitors - 2004 – 2005

Education and Professional TrainingŸ Member of the Nigerian Bar AssociationŸ Master of Laws Degree (LL.M) - University of Lagos - 2007 – 2008Ÿ Barrister at Laws Degree (B.L) - Nigerian Law School - 2003 – 2004Ÿ Bachelor of Laws (LL.B Hons) - Nnamdi Azikiwe University - 1997 – 2002

Professional MembershipMember of the Nigerian Bar Association

36

Range No. of Holders

Holders %

Holders Cum

Units Units %

Units Cum

1 – 1,000 626 9.64 626 325,586 0.04 309,5821,001-5,000 1,322 20.36 1,948 3,819,499 0.43 4,095,2085,001–10,000 765 11.78 2,713 5,826,104 0.66 9,809,86910,001-50,000 2,485 38.27 5,198 63,843,268 7.25 74,580,31750,001-100,000 718 11.06 5,916 49,392,366 5.61 122,752,970100,001-500,000 471 7.25 6,387 90,248,473 10.25 214,985,202500,001-1,000,000 43 0.66 6,430 28,857,356 3.28 245,256,7201,000,001-2,000,000 24 0.37 6,454 34,695,456 3.94 281,599,1422,000,001-5,000,000 20 0.31 6,474 66,563,180 7.56 340,036,2695,00,001-10,000,000 5 0.08 6,479 35,781,074 4.06 379,352,36210,000,001 And Above 14 0.22 6,493 501,308,651 56.92 880,661,013GRAND TOTAL 6,493 100 880,661,013 100

g. Shareholders & Shareholding:The Registrar has advised that the shareholdings as at April 30, 2017 are as follows:



Substantive Interest In Shares The Registrar confirmed that in line with the Register of Members, the following shareholders held more than 5% of the issued share capital of the company as at April 30, 2017.

Name Holdings Percentage Holding

Uzodike Gilbert Obiajulu 90,172,226 10.24

R.C Onyeje And Company (Nig) Ltd 55,416,000 6.29

Nsoedo Samuel 54,333,333 6.17

Nigerian Reinsurance Corporation 53,333,333 6.06

Nzewi Christopher Emengini 50,571,310 5.74

AMI Nigeria Limited 45,093,991 5.12

Total 348,920,193 39.62

7) PROPERTY, PLANT AND EQUIPMENT:Movements in property, plant and equipment during the year are shown in Note 12 on page 64

8) DONATIONS:The major donations during the year are:

Beneficiary Amount (N) Nnewi Community (Security, Medical & Education Assistance) 6,117,620 Educational Institutions (Primary, Secondary & Tertiary) 2,560,600Eastern Nigeria Inter Club – ENIC (Sports Tournament) 2,716,780Nnewi Sports Club 1,080,000Rehabilitation Centre for the Disabled, Old and the Cramp 500,000Disabled Biafran War Veterans 200,000Nigeria Red Cross and Motherless Babies 200,000International Federation of Women in Law 200,000Total 13,575,000

37

9) SUPPLIERS: The company's significant overseas and local suppliers are: a. Overseas

Ÿ Hawe Baron Int'l Ltd, UKŸ Sacomex LtdŸ Trans Gulf Aluminium Ind. L.L.C, UAEŸ Western Rod & Wire Ltd

b. LocalŸ Olynder International Co. LtdŸ Topan Advance Agro Paper Ltd Ÿ Egbe One Energy Ltd



Ÿ Large View Oil & GasŸ First Choice PlasticŸ Penue Oil & Gas Ltd

10) PRODUCTIVITY AND QUALITYThe Company retained the NIS certification by SON for product quality in Financial Year 2017 for our product groups as follows:

Gold certificates for single cores, multi cores, Automotive & Ignition, and All Aluminum Conductors (AAC) cables.

Silver certificate for aluminum conductor steel reinforced (ACSR).

We ensure customers satisfaction which is the milestone of our business by ensuring that Product Quality and Reliability starts from the purchase of raw material by selecting the company's raw materials only from suppliers with internationally trusted reputation.

Our state of the art testing equipments and the strict adherence to quality procedures ensures product quality which guarantees that our products are defect free and suitable for the intended application throughout their service lifetime. The Company's quality control testing tools and equipment are calibrated as at when due to ensure compliance to national and international standards.

11) EMPLOYMENT & EMPLOYEESa. Management & Staff

The Company's staff strength increased from 210 to 213 including the CEO within the financial year. The Company employed twenty eight (28) staff while twenty five (25) disengaged within the period under review.

b. Employment Of Physically Challenged PersonsCutix Plc is committed to diversity in a working environment where there is mutual trust and respect and everyone feels responsible for the performance and reputation of the Company. In line with our corporate policy, we recruit without discrimination. Our recruitment policy is solely on qualification and abilities needed for specific work. The Company currently has three physically challenged staff in her employment.

c. Employee Involvement & TrainingCutix Plc respects the right of employees to freedom of association. Employees are fully aware of the Company's performance in maintaining good communication with them through company based information and consultation procedures.

The Company is committed to working with employees to develop and enhance individual staff's skills and capabilities through on-the-job training of her employees



and student internship in different departments. By a process of skill identification, training and certification, all the staff of the Company are made competent on various skills required in their areas of operation. Employees equally attend external trainings on identification of training needs for job improvement and personal development. We organize in-house training, seminars etc for staff after periodic staff survey in order to augment the external trainings. In-house workshops and trainings like ISO (EMS) 14001:2015, (OHSAS) BS18001:2007 and Basic First Aid and CPR Administration trainings were organized for staff within the period under review.

d. Health, Safety at Work and Welfare of EmployeesSafety of man and environment is non-negotiable in Cutix Plc. Because of its belief that sustainable success can only be obtained through people, no other asset in the Company is as important as the people that contribute to our culture and our business results. The Company consequently devotes all necessary energy and attention to protecting employees by ensuring a conducive work environment devoid of unsafe conditions for optimal productivity.

The Company builds a proactive safety culture by ensuring that employees are empowered to avoid unsafe situations and to respond rapidly to unexpected events through staff sensitization, training and provision of appropriate tools and Personal Protective Equipments. Cutix Plc provides subsidy for transportation, housing, meal and medical expenses to all her employees.

12) CORPORATE GOVERNANCECutix Plc is committed to the highest standard of Corporate Governance in all its activities in line with guidelines and regulations as required by the Code of Corporate Governance of the Securities & Exchange Commission (SEC). We conduct our operations with honesty, integrity, openness, and with respect for the human rights and interests of our employees. Similarly, we respect the legitimate interests of those with whom we relate. The Company is committed to providing products and services which consistently offer value in terms of price and quality and are safe for their intended use.

Our business operations are conducted in accordance with nationally and internationally accepted principles of good corporate governance to provide timely, regular and reliable information on our activities, structure, financial situation and performance to all shareholders and legal authorities. In doing our business, we strive to be a trusted corporate citizen and, as an integral part of the society, fulfill our responsibilities to the societies and communities in which we operate. Cutix Plc believes that full disclosure and transparency in its operations are in the interest of good governance. As indicated in the statement of responsibilities of Directors and notes to the accounts, the Company adopts standard accounting practices which are IFRS compliant and ensures sound internal control to facilitate the reliability of the financial statements.



13) SYSTEMS OF INTERNAL CONTROL:Internal control is the Company's system that is designed and implemented to ensure that: Ÿ laws of the country and regulatory bodies are complied with; Ÿ the policies and procedures established by the Company are complied with; Ÿ the Company's internal processes, systems and guidelines are functioning correctly,

particularly those that ensure the security of its assets; Ÿ the financial transactions are reliable

The Enterprise Assurance Department is responsible for monitoring and assessing the operation of the internal control system to ensure its effectiveness and for making recommendations for improvement. This is achieved by routine audit of the harmonized systems of the departments in the Company. The department identifies risks and weaknesses in the system and proffers solution to eliminate them. To ensure independence of the department, the line of reporting is clearly defined, with the head of the department reporting directly to the Chief Executive Officer.

14) CODE OF BUSINESS ETHICS

Our commitment to doing business ethically and legally is the foundation for the Company's culture, which is shaped by our five core values– Boldness, Excellence, Innovation, Integrity, and Openness. These values guide our actions in conducting business in a socially responsible and ethical manner.

This commitment is further manifested in the Company's policies, which are approved by Management. Our Code of Business Ethics programme covers written standards and procedures that ensure timely and truthful financial and public disclosures, compliance to laws and regulations, appropriate oversight and delegation of authority, training, communications, industrial relations, resolution of conflict of interest, harnessing of corporate opportunities, health & safety issues, consistent enforcement of discipline, promotion of healthy competition, and fair dealings. Our Code of Business Ethics guides action, inspires choices, and brings the Company's ethical principles into the daily professional life of every employee. It applies to all directors and employees of the Company.

A whistle blowing policy has been put in place to encourage employees at all levels and other stakeholders to alert and inform management of any negative development that might impede the value, performance and image of the Company before any harm is done. A corporate fraud policy has also been established to facilitate the development of controls which will aid in the detection and prevention of fraud against the Company.

15) AUDIT COMMITTEEIn compliance with section 359 (4) of the Companies and Allied Matters act, CAP C20 LFN, 2004, the Company constituted an Audit Committee comprising of equal number of Directors and representatives of the shareholders.



Section 359 (6) of the Companies and Allied Matters Act, CAP C20 LFN, 2004 provides the statutory functions of the Committee. The Audit Committee members for the 2018 Financial Year will be elected by the shareholders at the 34th Annual General Meeting from the nominations received.

16) AUDITORS:Messrs. Alatta Nzewi Oyeka & Co. was appointed the company's Auditors in line with the provisions of the Companies and Allied Matters Act CAP C20 LFN, 2004.

BY ORDER OF THE BOARDIJEOMA ODUONYE (ACIS)

COMPANY SECRETARYJULY 13, 2017FRC/2016/ICSAN/00000015363


In compliance with Section 359 (6) of the Companies and Allied Matters Act, CAP C20 Laws of the Federation of Nigeria 2004, we:

1. Reviewed the scope and planning of the audit requirements and found them adequate.

2. Reviewed the financial statements for the year ended April 30, 2017 and are satisfied with the explanations obtained.

3. Ascertained that the accounting and reporting policies of the Company for the year under review are in accordance with legal requirements and agreed ethical practices.

4. Confirmed that the External Auditors received full co-operation from the Company's Management and that the scope of their work was not restricted in any way.

thDated this 13 day of July, 2017

Mr. Adioha Ndubuisi, ACA, ACTIFRC/2017/ICAN/00000016287

Committee :Mr. Adioha Ndubuisi ChairmanMr. Ike Okonkwo MemberAmb. Odi Nwosu MemberChief Edmund Njoku Member

Members


REPORT OF THE AUDIT COMMITTEE

42

Mr Ndubuisi Adioha Committee Chairman

Mr. Ike OkonkwoMember

Amb. Okwudili NwosuMember

Chief Edmund NjokuMember



Report Of The Independent Auditors To The Member Of Cutix Plc


Report Of The Independent Auditors To The Member Of Cutix Plc Cont’d



STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME

Notes 2017 2016

N'000 N'000

Revenue 6 3,675,712 2,835,863

Cost of sales 7 (2,670,066) (2,102,510)

Gross profit 1,005,646 733,353

Other income 8 11,135 25,587

1,016,781 758,940

Distribution costs (115,249) (88,075)

Administration expenses (409,803) (255,762)

Profit before tax and interest expense 491,729 415,103

Finance costs 9 (121,586) (136,989)

Profit before taxation 10 370,143 278,114

Income tax expense 11i (112,645) (87,563)

Profit for the year 257,498 190,551

Total Comprehensive Income for the year 257,498 190,551

Earnings per share (kobo) - Basic 27 29 22


STATEMENT OF FINANCIAL POSITIONFor the Year Ended 30 April 2017

The Financial Statements on pages 47 to 49 were approved by the Board of Directors on July 13, 2017 and signed on its behalf by:

2017 2016

Notes N'000 N'000

Non-Current Assets:

Property, plant and equipment 12 769,450 819,254

Long term prepayment 13 7,424 1,238

Total non-current assets 776,874 820,492

Current Assets

Inventories 14 1,103,158 487,956

Trade and other receivables 15 323,792 477,457

Prepayments 16 10,486 26,590

Cash and cash equivalents 17 115,482 79,223

Total current assets 1,552,918 1,071,226

Total Assets 2,329,792 1,891,718

Equity:

Paid up share capital 18 440,331 440,331

Retained earnings 19 573,639 429,885

Total Equity 1,013,970 870,216

Non Current Liabilities:

Long term borrowings 20 52,338 113,480

Deferred tax liabilities 11b 151,079 151,726

Total Non Current Liabilities 203,417 265,206

Current Liabilities

Short term borrowings 21 685,706 497,569

Trade and other payables 22 315,504 163,378

Current tax payable 11ii 111,195 95,349

Total current liabilities 1,112,405 756,296

Total Liabilities 1,315,822 1,021,502

Total Equity and Liabilities 2,329,792 1,891,718

Engr. (Dr.) John Mbonu

Chairman

FRC/2017/COREN/00000016805

Ifeanyi F. Uzodike

Chief Executive Officer

FRC/2013/IODN/00000004462 FRC/2013/ICAN/00000001042

Head, Finance Services

Chima Nwosu


STATEMENT OF CHANGES IN EQUITYFor the Year Ended 30 April 2017

Issued Share Retained Total

Capital Earnings Equity

Notes N'000 N'000 N'000

At 30 April 2016 440,331 429,885 870,216

Changes in equity for 2017

Profit for the year - 257,498 257,498

Total comprehensive income for the year 440,331 687,383 1,127,714

Transactions with owners recorded directly in equity

Dividends paid during the year 26 - (123,293) (123,293)

Unclaimed dividend written back - 9,549 9,549

Total transactions with owners - (113,744) (113,744)

At 30 April 2017 440,331 573,639 1,013,970


Notes 2017 2016

N'000 N'000

Cash Flows From Operating Activities:

Cash receipts from customers 3,646,706 2,840,577

Cash paid to suppliers and employees (3,271,835) (2,108,960)

Value added tax - Input 96,197 69,437

Value added tax - (Output) (183,553) (143,609)

Cash generated from operations 23 287,515 657,445

Income taxes paid through withholding tax (6,257) -

Income taxes paid (91,190) (12,449)

Net cash flows from operating activities 190,068 644,996

Cash Flows From Investing Activities:

Purchase of property, plant & equipment (45,614) (24,045)

Proceeds from sale of property, plant & equipment 140 -

Net cash flows from investing activities (45,474) (24,045)

Cash Flows From Financing activities:

Finance costs (121,586) (136,989)

Dividend paid (123,293) (105,679)

Unclaimed dividend written back 9,549 41,633

Long-term borrowings (61,142) (38,914)

Short-term borrowings 188,137 (324,024)

Net cash provided by financing activities (108,335) (563,973)

Net Increase in cash and cash equivalents 36,259 56,978

Opening cash and cash equivalents 79,223 22,245

Closing cash and equivalents 115,482 79,223

Represented by:

Cash and cash equivalents 17 115,482 79,223

115,482 79,223

For the Year Ended 30 April 2017STATEMENT OF CASH FLOWS


For the Year Ended 30 April 2017NOTES TO THE FINANCIAL STATEMENT

1 The Company 1.1 Legal Form

The Company was incorporated on November 4, 1982 as a private limited liability company. The company was initially quoted in the second tier of the Nigerian Stock Exchange on August 12, 1987 and later migrated to the first tier of the Stock Exchange on February 18, 2008. The address of Company is 17, Osita Onyejianya Street, Anuka, Otolo Nnewi, Anambra State.

1.2 Principal Activities The principal activities of the Company is manufacturing and marketing of electrical, automobile and telecommunication wires, cables and related products.

2 Basis of Preparation These financial statements have been prepared in accordance with the International Financial Reporting Standards (IFRS).

2. 1 Going Concern: The directors have at the time of preparing the financial statements, a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future, hence going concern concept of accounting was adopted in the preparation of these financial statements.

2.2 Summary of Standards and Interpretations 2.2.1 IAS 1 Presentation of Financial Statements

This clarifies that entities may present the analysis of each component of other comprehensive income either in the statements of changes in equity or in the notes to the financial statements.

2.2.2 IAS 24 Related Parties The revised standard provides some exemptions for certain government related entities, clarifies the definition of a related party and includes an explicit requirement to disclose commitment to related parties. The revised standard specifically defines associates of the ultimate parent company as related parties of the entity and they have been treated as such in these financial statements. Directors, their closed family members and any employee who is able exert a significant influence on the operating policies of the company are also considered to be related parties. Key management personnel are also regarded as related parties. Key management personnel are those persons having authority and responsibility for planning, directing and controlling the activities of the entity, directly or indirectly, including any director (whether executive or otherwise) of that entity.

2.3 New Standards, Amendments and Interpretations Issued but not Effective and not Early Adopted A number of new standards, amendments to standards and interpretations are effective for annual periods after 1st January 2017, and have not been applied in preparing these financial statements. Those which may be relevant to the company are set out below.


The extent of the impact of these standards is yet to be determined. The company does not plan to adopt these standards early. These will be adopted in the period that they become mandatory unless otherwise indicated.

IFRS 9 Financial Instruments (2010) Effective date 1 January 2018IFRS 15 - Revenue from contracts with customers Effective date 1 January 2017

Notes To The Financial Statement Cont’d

2.4 Basis of Measurement The financial statements comprise the statement of profit or loss and other comprehensive income, the statement of financial position, the statement of changes in equity, the statement of cash flows and notes to the account which have been prepared in accordance with International Financial Reporting Standards (IFRSs). The financial statements have been prepared in accordance with the going concern principle under the historical cost convention, except for financial assets/ (liabilities) measured at fair value. The financial statements are presented in Naira, which is the Company's presentation currency, and all values are rounded to the nearest thousand (N'000), except when otherwise indicated.

Preparation of the financial statements in conformity with IFRS requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period.

3 Use of Estimates and Judgments The preparation of financial statements in conformity with IFRS requires the use of certain critical accounting estimates. It also requires management to exercise its judgment in the process of applying the Company's accounting policies. Changes in assumptions may have a significant impact on the financial statements in the period the assumptions changed. Management believes that the underlying assumptions are appropriate and that the Company's financial statements therefore present the financial position and results fairly.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimates are revised, if the revision affects only that period, or in the period of the revision and future periods, if the revision affects both current and future periods.

4 Significant Accounting Policies The significant accounting polices set out below have been applied consistently to all periods presented in these financial statements.

4.1 Property, Plant and Equipment Property, plant and equipment are measured at cost less accumulated depreciation and accumulated impairment losses. Such cost includes the cost of replacing component parts of the property, plant and equipment and borrowing costs for long-term


construction projects if the recognition criteria are met. When significant parts of property, plant and equipment are required to be replaced at intervals, the Company derecognizes the replaced part, and recognizes the new part with its own associated useful life and depreciation. Likewise, when a major inspection is performed, its costs is recognized in the carrying amount of the plant and equipment as a replacement if the recognition criteria are satisfied.

Land is carried at cost, less any recognized impairment loss.

When the carrying amount of an asset is greater than its estimated recoverable amount, it is written down immediately to its recoverable amount.

4.1.1 Subsequent Costs Cost arising subsequent to the acquisition of an asset are included in the asset's carrying amount or recognized as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Company and the cost of the item can be measured reliably. All other repairs and maintenance costs are charged to the income statement during the financial year in which they are incurred.

4.1.2 De-recognition Items of property, plant and equipment is derecognized on disposal or when no future economic benefits are expected from its use. Any gain or loss arising on de-recognition of the asset (calculated as the difference between the net disposal proceeds and the carrying amount of the asset) is included in income statement in the year the asset is derecognized.


4.1.3 Depreciation of Property, Plant and Equipment Depreciation is calculated on a straight-line basis to write-off assets over their estimated useful lives. Land and assets under construction (work-in-progress) are not depreciated.

Depreciation starts when an asset is ready for use and ends when derecognized or classified as held for sale. Depreciation does not cease when the asset becomes idle or retired from use unless the asset is fully depreciated.

The annual rates used are as follows:Leasehold land Lease periodBuildings and infrastructure 15 to 40 yearsShops 5 to 30 yearsBorehole and tanks 10 yearsFurniture and fittings 10 yearsMachinery and equipment 10 yearsMotor vehicles 4 yearsComputer equipment 2 years


Assets held under finance lease are depreciated over their expected useful lives on the same basis as owned assets or where shorter over the period of the lease.

4.1.4 Asset Useful Lives and Residual Values Property, plant and equipment are depreciated over their useful lives taking into account residual values where appropriate. The actual useful lives of the assets and residual values are assessed annually. In reassessing asset useful lives, factors such as technological innovation, product life cycles and maintenance programmes are taken into account. Residual value assessments consider issues such as future market conditions, the remaining life of the asset and projected disposal values.

4.2 Intangible Assets Intangible assets acquired separately are shown at historical cost less accumulated amortization and impairment losses.

Amortization is charged to income statement on a straight line basis over the estimated useful lives of the intangible asset unless such lives are indefinite. These charges are included in other expenses in the income statement. Intangible assets with an indefinite useful life are tested for impairment annually. Other intangible assets are amortized from the date they are available for use.

4.2.1 Subsequent Expenditure Subsequent expenditure on computer software and development cost are capitalized only when the future economic benefits embodied in the specific asset to which it relates, all other expenditure is expensed as incurred.

4.2.2 Amortization Amortization is calculated over the cost of the asset, or other amount substituted for cost, less its residual value.

Amortization is recognized in income statement on a straight line basis over the estimated useful lives of intangible assets from the date that they are available for use, since this must closely reflects the expected pattern of consumption of the future economic benefits embodied in the asset.

Amortization methods, useful lives and residual values are reviewed at each financial year end and adjusted if appropriate.

4.3 Inventory Inventories are valued at the lower of cost and net realizable value. Cost is generally determined on a weighted average basis. Costs that are incurred in bringing each product to its present location and condition are accounted for as follows:

Raw Materials* Purchase cost on a weighted average cost basis.



Finished Goods and Work-in-Progress* Cost of direct materials and labour and a proportion of manufacturing overheads

based on normal operating capacity.

Other Inventories and Spares* The cost of other inventories is based on weighted average. Spare parts are

valued at the lower of cost and net realizable value. Value reduction and usage of spare parts are charged to statement of profit or loss and other comprehensive income.

Net realizable value is the estimated selling price in the ordinary course of business, less estimated costs of completion and the estimated costs necessary to make the sale.

The production costs comprise direct materials, direct labour and an appropriate proportion of manufacturing fixed and variable overheads.

Allowance is made for obsolete, slow moving or defective items where appropriate.

4.3.1 Treatment of Goods in Transit Goods in transit are recognized in the books as soon as significant risk and rewards of ownership is transferred to the company i.e., date of shipment.

4.4 Receivables 4.4.1 Trade Receivables

Trade receivables are carried at the original amount due from customers, which is considered to be fair value, less allowances for doubtful accounts. Allowance for doubtful accounts is based on a periodic review of all outstanding amounts, where significant doubt about collectability exists, including an analysis of historical bad debt, customer concentrations, customer creditworthiness, current economic trends and changes in our customer payment terms. Significant debt balances are provided for based on the criteria mentioned above and non-significant debts are tested collectively for impairment. Bad debts are written off when identified as uncollectible, and are included within other operating expenses. Subsequent recoveries of amounts previously provided for are credited to the statement of profit or loss and other comprehensive income.

4.5 Financial Instruments Financial assets within the scope of IAS 39 are classified as financial assets at fair value through profit or loss, loans and receivables, held-to-maturity, investments and available for sale. The classification is determined by management at initial recognition and depends on the purpose for which the investments were acquired.

Financial instruments carried at the financial position date include the loans and receivables, accounts receivable, cash and cash equivalents, borrowings and accounts payables. Financial instruments are recognized initially at fair value plus, for instruments not at fair value through profit or loss, any directly attributable transaction costs.



Subsequent to initial recognition financial instruments are measured as described below.

4.5.1 Financial Assets The classification of financial assets depends on the purpose for which the financial assets were acquired. Management determines the classification of its financial assets at initial recognition. The financial assets carried at statement of financial position date are classified as 'loans and receivables'.

Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market other than those that the Company intends to sell in the short term or that it has designated as fair value through profit or loss or available for sale. The Company does not use derivative financial instruments.


Loans and ReceivablesLoans and receivables include loans to staff and are initially measured at cost but subsequently at amortized cost using the effective interest rate method less impairment. Loans are subject to regular and thorough review as to their collectability and as to available collateral. In the event that any loan is deemed not fully recoverable, an impairment is made to reflect the shortfall between the carrying amount and the present value of the expected cash flows. Interest income on loans receivable is recognized by applying the effective interest rate. The long term portion of loans receivable is included on the statement of financial position under long-term loans receivable and the current portion under current portion of long-term loans receivable. However, where the impact of measuring these loans at amortized cost is not significant, the receivables are carried at cost.

Cash and Cash EquivalentsCash and cash equivalents are carried in the statement of financial position at face value. Cash and cash equivalents comprise cash on hand, deposits held at call with banks, and investment in money market instruments. In the statement of financial position and statement of cash flows, bank overdrafts and commercial papers are included in short term borrowings.

4.5.2 Financial Liabilities The company's financial liabilities at statement of financial position date include Borrowings and Trade payables (excluding VAT and employee related payables). These financial liabilities are subsequently measured at amortized cost using the effective interest rate method. Financial liabilities are included in current liabilities unless the company has an unconditional right to defer settlement of the liability for at least twelve months after the statement of financial position date. However, where the impact of measuring trade payable at amortized cost is insignificant, trade payables are carried at cost.

Trade PayablesTrade payable are stated at their original invoiced value. If there is an agreement that interest or premium be paid, it will be calculated and added to the initial amount.



BorrowingsBorrowings, inclusive of transaction cost, are recognized initially at fair value. Borrowings are subsequently stated at amortized costs using the effective interest rate method, any difference between proceeds and the redemption value is recognized in the income statement over the period of the borrowing using the effective interest rate method. Borrowings are classified as current liabilities unless the company has an unconditional right to defer settlement of the liability for at least 12 months after the statement of financial position date.

4.6 Borrowing Costs Borrowing costs that are directly attributable to the acquisition, construction or production of a qualifying asset are capitalized as part of the cost of that asset. Other borrowing costs are expensed in the period in which they are incurred.

4.7 Impairment of Financial Assets All financial assets, except for those at fair value through profit or loss, are assessed for indicators of impairment at each reporting date.

4.8 Leases Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risk and rewards of ownership to the Company. All other leases are classified as operating leases.

4.8.1 Finance Leases Leases of assets where the company assumes substantially all the benefits and risks of ownership are classified as finance leases. Finance leases are capitalized at inception at the lower of the fair value of the leased property and the present value of the minimum lease payment.

Each lease payment is allocated between the liability and finance charges so as to achieve a constant rate on the finance balance outstanding. The corresponding lease obligations, net of finance charges, are included in finance lease obligation. The interest element of the lease payment is charged to the income statement over the lease period. The assets acquired under finance leasing contracts are depreciated over the shorter of the useful life of the asset of the lease period. Where a lease has an option to be renewed the renewal period is considered when the period over which the asset will be depreciated is determined.

4.8.2 Operating Leases Leases of assets under which substantially all the risks and benefits of ownership are effectively retained by the lessor are classified as operating leases. Payments made under operating leases are charged to the income statement on a straight-line basis over the period of the lease. When an operating lease is terminated before the lease period has expired, any payment required to be made to the lessor by way of a penalty is recognized as an expense in the period in which termination takes place.



4.9 Revenue This relates to the sale of goods to customers, exclusive of value added tax and less any discounts. Revenue is recognized when the significant risks and rewards of ownership of the goods have passed to the buyer, recovery of the consideration is possible, the associated costs and possible return of goods can be estimated reliably, there is no continuing management involvement with the goods, and the amount of revenue can be measured reliably.

4.9.1 Sales of Goods Revenue from the sale of goods is recognized when the significant risks and rewards of ownership of the goods have passed to the buyer, usually on delivery of the goods.

4.10 Income Recognition Income is recognized to the extent that it is probable that the economic benefits will flow to the company and the revenue can be reliably measured, regardless of when the payment is being made. Income is measured at the fair value of the consideration received or receivable, taking into account contractually defined terms of payment and excluding taxes or duty.

4.10.1 Income For all financial instruments measured at amortized cost and interest bearing financial assets classified as available for sale, interest income or expenses is recorded using the effective interest rate (EIR), which is the rate that exactly discounts the estimated future cash payments or receipts through the expected life or the financial instrument or a shorter period, where appropriate, to the net carrying amount of the financial asset or liability. Interest income is included in finance income in the income statement.

4.10.2 Interest Expenses Interest expenses on bank overdrafts, related party loans, borrowings and impairment losses recognized on financial liabilities are included under finance costs of the company.

4.11 Cost of Sales This item represents the full absorption cost of products sold. The full absorption cost comprises cost of direct materials, labour and the proportion of manufacturing overhead based on normal operating capacity and borrowing costs. The costs of raw materials and consumables are calculated based on the weighted averaged cost principle.

4.12 Post Employment Benefits: 4.12.1 Pension Fund Scheme

In accordance with the provisions of the Pension Reform Act, 2004 as amended the Company has instituted a Contributory Pension Scheme for its employees, where both the employees and the Company contribute 8% and 10% respectively. The contribution is based on total employee emoluments (basic salary, housing and transport allowances). The company's contribution under the scheme is charged to the income statement while employee contributions are funded through payroll deductions.



4.12.2 Productivity incentive and bonus plansAll full time staff are eligible to participate in the productivity incentive scheme. The Company recognizes a liability and an expense for bonuses and productivity incentive, based on a formula that takes into consideration the profit attributable to the company's shareholders after certain adjustment. The Company recognizes a provision where contractually obliged or where there is a past practice that has created a constructive obligation.

4.13 Taxation Income tax for the year is based on the taxable income for the year. Taxable income differs from profit as reported in the statement of comprehensive income for the period as there are some items which may never be taxable or deductible for tax and other items which may be deductible or taxable in other periods.

4.13.1 Current Income Tax Current income tax assets and liabilities for the current period are measured at the amount expected to be recovered from or paid to the taxation authorities. The tax rates and tax laws used to compute the amount are determined in accordance with the Companies Income Tax Act (CITA). CITA is assessed at 30% of adjusted profit while Education Tax at 2% of assessable profit.

4.13.2 Deferred Tax Deferred income tax is provided using the liability method on temporary differences at the reporting date between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes. Deferred income tax is determined using tax rates (and laws) that have been enacted or substantively enacted by the end of the reporting period and are expected to apply when the related deferred income tax asset is realized or the deferred income tax liability is settled.

Deferred tax assets are recognized for all deductible temporary differences, carry forward of unused tax credits and unused tax losses, to the extent that it is probable that taxable profit will be available against which the deductible temporary differences, and the carry forward of unused tax credits and unused tax losses can be utilized, except:

> the carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred tax asset to be utilized. Unrecognized deferred tax assets are reassessed at each reporting date and are recognized to the extent that it has become probable that future taxable profit will allow the deferred tax asset to be recovered.

> deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the year when the asset is realized or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted at the reporting date.



> a deferred tax asset is recognized only to the extent that it is probable that future taxable profits will be available against which the asset can be utilized.

> the carrying amount of the deferred tax assets are reviewed at each statement of financial position date and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the asset to be recovered.

4.14. Provisions 4.14.1 General

Provisions are recognized when the company has a present obligation (legal or constructive) as a result of a past event, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation. Where the company expects some or all of a provision to be reimbursed, for example under an insurance contract, the reimbursement is recognized as a separate asset but only when the reimbursement is virtually certain. The expenses relating to any provision is presented in the income statement net of any reimbursement.

If the effect of the time value of money is material, provisions are discounted using a current pre-tax rate that reflects, where appropriate, the risks specific to the liability. Where discounting is used, the increase in the provision due to the passage of time is recognized as a finance cost.

4.14.2 Restructuring Provisions Restructuring provisions are only recognized when general recognition criteria for provisions are fulfilled. Additionally, the company needs to have in place a detailed formal plan about the business or part of the business concerned, the location and number of employees affected, a detailed estimate of the associated costs and appropriate time-line. The people affected have a valid expectation that the restructuring is being carried out or the implementation has been initiated already.

4.15 Foreign Currency Transactions in foreign currencies are initially recorded by the company at the functional currency rates prevailing at the date of the transactions. Monetary assets and liabilities denominated in foreign currencies are retranslated at the functional currency spot rate of exchange ruling at the reporting date.

All differences are taken to the income statement with the exception of all monetary items that form part of a net investment in a foreign operation. These are recognized in other comprehensive income until the disposal of the net investment, at which time they are reclassified to profit or loss. Tax charges and credits attributable to exchange differences on those monetary items are also recorded in other comprehensive income.



Non-monetary items that are measured in terms of historical cost in a foreign currency are translated using the exchange rates as at the dates of the initial transactions. Non-monetary items measured at fair value in a foreign currency are translated using the exchange rates at the date when the fair value is determined. The gain or loss arising on transaction of non-monetary items is recognized in line with the gain or loss of the item that gave rise to the transaction difference (translation differences on items whose gain or loss recognized in other comprehensive income or profit or loss is also recognized in other comprehensive income or profit or loss respectively).

4.16 Dividend Distributions Dividend distributions to the company's shareholders are recognized as a liability in the company's financial statements in the period in which the dividends are declared.

Unclaimed dividends are amounts payable to shareholders in respect of dividend previously declared by the company, which have remained unclaimed by the shareholders. In compliance with Section 285 of the Companies and Allied Matters Act, CAP C20 Laws of the Federation of Nigeria, unclaimed dividends after fifteen months are transferred to retained earnings.

4.17 Employment of Disabled PersonsIt is the policy of the company that there should be no discrimination in considering applications for employment including those for disabled persons. As at 30th April 2017, there are three disabled persons in the employment of the company.

4.18 Health, Safety at Work and Welfare of Company's EmployeesHealth and safety regulations are in force within the company and employees are aware of existing regulations. The company provides subsidy to all levels of employees for medical, transportation, housing, etc.

4.19 Earnings Per Share The company presents basic earnings per share for its ordinary shares. Basic earnings per share are calculated by dividing the profit attributable to ordinary shareholders of the Company by the number of shares outstanding during the year.

Adjusted earnings per share is determined by dividing the profit or loss attributable to ordinary shareholders by the weighted average number of ordinary shares adjusted for the bonus shares issued.

4.20 Share Capital Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of ordinary shares and share options are recognized as a deduction from equity, net of any tax effects and costs directly attributable to the issue of the instruments.

4.21 Impairment of Non-financial Assets Goodwill and indefinite life intangible assets are considered for impairment at least annually. Property, plant and equipment, other intangible assets, available-for-sale investments and non-current assets held for sale are considered for impairment if there



is a reason to believe that an impairment may be necessary. Factors taken into consideration in reaching such a decision include the economic viability of the asset itself and where it is a component of a larger economic entity, the viability of the unit itself.

Future cash flows expected to be generated by the assets are projected, taking into account market conditions and the expected useful lives of assets. The present value of these cash flows, determined using an appropriate discount rate, is compared to the current net asset value and, if lower, the assets are impaired to the present value. If the information to project future cash flows is not available or could not be reliably estimated management uses the best alternative information available to estimate a possible impairment.

Assets that have an indefinite useful life are not subject to amortization and are tested annually for impairment. Assets that are subject to amortization are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognized for the amount by which the asset's carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset's fair value less costs to sell and value in use. For the purpose of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash flows (cash generating units).

An impairment loss in respect of goodwill is not reversible. In respect of other assets, impairment losses recognized in prior periods are assessed at each reporting date for any indications that the loss has decreased or no longer exists. An impairment loss is reversed if there has been a change in the estimates used to determine the recoverable amount. An impairment loss is reversed only to the extent that the asset's carrying amount does not exceed the carrying amount that would have been determined, net of depreciation or amortization, if no impairment loss had been recognized.

4.22 Segment Reporting Segment results that are reported to the chief operating decision maker include items directly attributable to a segment as well as those that can be allocated on a reasonable basis. Unallocated items comprise mainly of head office expenses, and tax assets and liabilities.

A segment is a distinguishable component of the company that is engaged either in providing related products or services (business segment) or in providing products or services within a particular economic environment (geographical segment) which is subject to result and returns that are different from those of other segments. Segment information is required to be presented in respect of the company's business and geographical segment where applicable. Nigeria is the company's primary geographical segment as all the company's income is derived in Nigeria. Additionally, the company operates only in one business segment and accordingly, no further business or geographical information is required.



5 Critical Judgment in Applying the Company's Accounting Policies The company makes estimate and assumption about the future that affects the reported amounts of assets and liabilities. Estimates and judgment are continually evaluated and based on historical experience and other factors, including expectation of future events that are believed to be reasonable under the circumstances. In the future, actual experience may differ from these estimates and assumptions. The effect of a change in an accounting estimate is recognized prospectively by including it in the comprehensive income in the period of the change, if the change affects that period only, or in the period of change and future period, if the change affects both the estimates and assumptions that have a significant risks of causing material adjustment to the carrying amount of asset and liabilities within the next financial are stated below:

> Impairment of available-for-sale equity financial assets> Estimated useful lives of assets> Allowances for doubtful accounts> Provision for obsolete stock.

2017 2016N'000 N'0006 Revenue

Revenue represents the net amount invoiced to customers for goods supplied within Nigeria.Cables & wire sales 3,116,351 2,383,020

Metal product sales 331 3,310

Armoured cable sales 559,030 449,532

3,675,712 2,835,862

6.i Analysis of revenue by geographical location (within Nigeria)Aba 529,543 423,835Abuja 414,535 350,463Warri 36,840 -Lagos 279,372 271,657Nnewi 2,164,935 1,515,300Uyo 250,486 274,607

3,675,711 2,835,862

7 Cost of Sales:Depreciation expenses - Production 81,089 87,744Insurance - Production 5,111 6,061Maintenance - Production 83,847 36,568Power charges 16,587 16,285Production supplies 166,479 157,256Production wages 75,737 76,589Raw material cost 2,221,256 1,705,933Motor vehicle - COS 19,960 16,074

2,670,066 2,102,510

8 Other IncomeProfit/(loss) on sale of property, plant and equipment 117 -Foreign exchange difference (10,820) 6,213Sales of scrap 21,838 19,374

11,135 25,587

9 Finance CostsInterest on term loans 33,454 55,161Interest on commercial papers 22,767 15,517Interest on overdraft 65,365 66,311

121,586 136,989



2017 201610 Profit Before Taxation N'000 N'000

The profit for the year is arrived at after charging:

Directors' fees 477 474

Directors' other emoluments 6,281 5,025

Auditors' remuneration 2,500 2,000

Finance charges 121,586 136,989Depreciation 95,395 97,243

And after crediting:Other income 11,135 25,587

11a Taxation:i Income tax recognized in profit or loss

Taxation on profit on ordinary activities 103,982 78,147Education tax 9,311 7,507Deferred tax (Note 11b) (647) 1,909Balance per income statement 112,645 87,563

ii Current liabilities in the statement of financial position

Taxation on profit on ordinary activities 103,982 78,147

Education tax 9,311 7,507

113,292 85,654

Balance brought forward 95,349 22,144

Payments during the year (91,190) (12,449)

Withholding tax utilized (6,257) -

Balance per statement of financial position 111,194 95,349

11b Deferred Taxation:

At May 1, 2016 151,726 149,817

Charged to profit or loss (647) 1,909

At April 30, 2017 151,079 151,726

11c Reconciliation of Effective Tax Rate

Profit for the year 257,498 190,551

Total income tax expense 113,292 85,654

Profit excluding deferred tax 370,791 276,205

Effective tax rate 31 31

The charge for taxation has been computed in accordance with the provisions of the Companies Income Tax Act, CAP C21, LFN 2004 as amended to date and Education Tax Act CAP E4 LFN 2004. The Company has adopted the International Accounting Standard (IAS) 12 on the Income Taxes.



11d Analysis of Deferred Tax is made up of:

Opening Recognized in Recognized in Closing

April 30, 2017 Balance Profit or Loss OCI Balance

Deferred tax liability or asset in relation to: N'000 N'000 N'000 N'000

Property, plant and equipment 151,726 (647) - 151,079

151,726 (647) - 151,079

April 30, 2016

Deferred tax liability or asset in relation to:

Property, plant and equipment 149,817 1,909 - 151,726

149,817 1,909 - 151,726

12 Property, Plant and Equipment Office Capital

Borehole & Tanks

Plant & Motor Computer Equip. Work in Total

Land Buildings Shops Machinery Vehicles Equipment Fittings Progress

Cost: N'000

At May 1, 2015 26,254 380,720 4,200 23,353 791,272 117,463 11,932 30,477 4,438 1,390,108

Additions - - - - 17,514 - 2,822 3,709 - 24,045

Disposals - - - - (914) - (372) (247) - (1,533)

Balance at 1 May 2016 26,254 380,720 4,200 23,353 807,872 117,463 14,382 33,939 4,438 1,412,620

Additions - - - - 14,166 19,110 9,764 2,574 - 45,614

Disposals - - - - - (15,076) (2,204) (96) - (17,375)

Balance at 30 April 2017 26,254 380,720 4,200 23,353 822,038 121,497 21,942 36,417 4,438 1,440,859

Depreciation

At May 1, 2015 - 46,030 420 9,618 303,440 110,735 11,076 16,337 - 497,656

Depreciation for the year - 9,518 140 2,335 74,378 5,324 2,163 3,385 - 97,243

Disposals - - - - (914) - (372) (247) - (1,533)

Balance at 1 May 2016 - 55,548 560 11,953 376,904 116,059 12,867 19,475 - 593,366

Depreciation for the year - 9,518 140 2,335 67,762 6,181 6,051 3,408 - 95,395

Disposals - - - - - (15,076) (2,203) (73) - (17,352)

Balance at 30 April 2017 - 65,066 700 14,288 444,666 107,164 16,715 22,810 - 671,409

Carrying Amount:

At 30 April 2017 26,254 315,654 3,500 9,065 377,372 14,333 5,227 13,607 4,438 769,450

At 30 April 2016 26,254 325,172 3,640 11,400 430,968 1,404 1,515 14,465 4,438 819,254

N'000N'000 N'000 N'000 N'000 N'000 N'000 N'000 N'000

2017 2016N'000

13 Long Term Prepayments:Prepaid rent (7,424) (1,238)This represents unexpired portion of prepaid rent which is due after one year.

14 Inventories:Raw materials 259,951 177,418Work in progress 201,663 48,886Finished goods 600,873 196,035Technical stock and spares 117,529 60,247Consumables 2,000 2,040Advert and promotion 1,142 3,330Obsolete stock (80,000) -

1,103,158 487,956

N'000



15 Trade and Other ReceivablesTrade receivables 111,340 82,334

Deposit for imports 203,904 378,343Staff receivables 5,625 14,780Other receivables 2,923 2,000

323,792 477,457

2017 2016N'000 N'000

16 Prepayments

Prepayments 17,910 27,828

Prepayments due after one year (See Note 13) (7,424) (1,238)

Prepayments due within one year 10,486 26,590

17 Cash and Cash Equivalents:

Cash balances 78 129

Access Bank Plc. 564 1,088

Diamond Bank Plc. 2,238 8,099

Ecobank Limited 35,772 24,379

Guaranty Trust Bank Plc. 28,400 22,039

Union Bank of Nigeria Plc. 17,302 4,727

United Bank for Africa Plc. 29,495 17,289

Zenith Bank Plc. 1,634 1,473

115,483 79,223

18 Share Capital

Authorized: 1,128,396,608 564,198 564,198

Ordinary shares of 50k each 564,198 564,198

Issued and Fully Paid: 880,661,022 Ordinary shares

of 50k each (issued and fully paid of 50k each)


19 Retained Earnings


Transfer from income statement 257,498 190,551

Revalidated dividend paid (2,875) -

Dividend written back 12,424 41,633

Dividend paid in the year (123,293) (105,679)

573,639 429,885



20 Long Term Borrowings:

Diamond Bank Plc. (Note 20a) 34,657 66,649

Current portion (Diamond Bank) (31,992) 2,665 (31,992) 34,657

Union Bank of Nigeria Plc. (Note 20b) 78,823 112,573

Additions during the year 4,600 -

Current portion (Union Bank) (33,750) 49,673 (33,750) 78,823

52,338 113,480

2017 2016N'000 N'000

20a Diamond Bank Plc. This is term facility of N127,966,102 obtained from Diamond Bank Plc repayable over

48 months with effect from May 2014. The applicable interest rate on the facility is currently at 22%.

20b Union Bank of Nigeria Plc.The Union Bank Plc facility for N135,000,000 with a moratorium of one year. Repayment commenced in May 2015. Interest rate is 21.5% per annum.

20c SecurityBoth facilities were obtained to finance the acquisition of new machines for replacement of old ones and introduction of new products and are secured with unlimited guarantee executed by all directors and mortgaged over the factory property.

2017 2016

N'00021 Short Term Borrowings:

Diamond Bank Plc - Current portion (Note 20a) 31,992 31,992

Diamond Bank Plc - Overdraft 165,272 129,494

Union Bank of Nigeria Plc - Current portion (Note 20b) 33,750 33,750

Union Bank of Nigeria Plc - Fx Forward 25,000 -

Union Bank of Nigeria Plc - Promissory notes - 8,084

Union Bank of Nigeria Plc - Overdraft 274,929 167,081

Commercial papers (Note 21a) 154,763 127,168

685,706 497,569

N'000

21a The commercial papers were issued to various individuals and Co-operative societies for period of 90 days renewable at interest rates ranging from 9% to 18%.



2017 2016

22 Trade and Other Payables N'000 N'000

Trade payables 68,083 8,242

Other payables 16,176 14,157

Accruals 196,417 105,648

Value added tax payable 5,037 9,409

Other credit balances 29,791 25,922

315,504 163,378

23 Reconciliation of Net Income to Net Cash Provided by Operating Activities:

Profit before finance costs 491,729 415,103

Adjustments for:

Depreciation 95,395 97,243

(Profit)/Loss on asset disposal (117) -

Operating profit before working capital changes 587,007 512,346

(Increase)/Decrease in inventories (615,202) 128,050

Decrease/(Increase) in trade receivables and prepayments 163,583 (67,175)

Increase in trade and other payables 152,127 84,224

Cash generated from operations 287,515 657,445

24 Staff Cost

Salaries and wages 156,808 138,538

Medical, welfare, pension and training 71,766 41,553

228,574 180,091

25 Directors and Employees:

(i) Chairman's Emoluments: Number Number

As Executive - -

Fees 88 84

Other 293 234

381 318

(ii) Other Directors' Emoluments:

As Executive 4,938 3,950

Fees 389 387

Other 1,051 841

6,378 5,178



2017 2016

N'000

(iii) The number of directors excluding the Chairman whose emoluments were within the following ranges were:-

N20,000 - N40,000 - -

N40,001 - N60,000 - -

Above N60,001 6 5

Number of directors who had no emoluments None None

(iv) Employees remunerated at higher rates:

The number of employees in receipt of emoluments within the following ranges were:-

N200,000 - N300,000 113 49

N300,001 - N400,000 28 32

N400,001 - N500,000 8 12

N500,001 - N600,000 17 2

Above N600,001 41 35

(v) Staff costs:

The number of persons employed at 30th April, and the staff

costs were as follows:

Managerial 17 15

Intermediate staff 37 34

Junior staff 159 161

213 210

N'000

The related staff costs amounted to (2016 - N180,090,611)

N228,573,976

(vi) Key management compensationKey management personnel are those persons having authority and responsibility for planning, directing and controlling the activities of the entity, directly or indirectly, including any director (whether executive or otherwise) of that entity.

The above amounts have been included in directors emoluments above.

Key management compensation includes: 2017 2016

Short term employee benefits: N'000 N'000

Wages and salaries:

Directors emoluments 381 318

Post employment benefits:

Defined contribution plan 14,006 12,795

14,387 13,113



2017 2016

26 Dividends Paid and Proposed N'000 N'000

Dividends on ordinary shares declared and paid during the year - -

Final dividend for 2016: 14 kobo per share (2015: 12 kobo per share) 123,293 105,679

123,293 105,679

2017 2016

Weighted average number of shares in issue ('000) 880,662 880,662

Profit attributable to ordinary equity shareholders (N'000) 257,498 190,551

Basic earnings per share (kobo) 29.24 21.64

b. Diluted

There were no potentially diluted shares outstanding at 30 April 2017.

27 Earnings Per Share a. Basic

Basic earnings per share is calculated by dividing the profit attributable to equity holders of the company by the weighted average number of ordinary shares in issue during the year.

28 Financial Risk Management and Financial Instruments The Company has exposure to the following risks from its use of financial instruments:Ÿ credit riskŸ liquidity riskŸ market risk

Risk management framework The Risk Management Committee has overall responsibility for the establishment and oversight of the Company's risk management framework. The risk committee is responsible for developing and monitoring the Company's risk management policies. The committee reports regularly to the Board of Directors on its activities.

The Company's risk management policies identify and analyze risks faced by the Company, to set appropriate risk limits and controls, and to monitor risks and adherence to limits. Risk management policies and systems will be reviewed regularly to reflect changes in market conditions and the Company's activities. The Company, through its regular training and management standards and procedures, will develop a disciplined and constructive control environment in which all its employees understand their roles and obligations after which regular reviews of risk management controls and procedures are undertaken by the internal audit department, the results of which are reported to the Risk Management Committee.

The Company's Board of Directors will oversee and monitor compliance with the Company's risk management policies and procedures, and will review the adequacy of the risk management framework in relation to the risks faced by the Company.



a. Credit risk Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations, and arises principally from the company's receivables from customers and other related parties.

The carrying amount of financial assets represent the maximum credit exposure.

2017 2016N'000 N'000

Trade and other receivables 323,792 477,457 Cash and cash equivalents 115,483 79,223

439,275 556,680

b. Liquidity risk Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or other financial assets. The Company's approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Company's reputation. The Company's general rule is to ensure that cash flow on its contracts is positive or less neutral.

Typically, the Company's credit term with customers are more favorable compared to payment terms to its vendors in order to help provide sufficient cash on demand to meet expected operational expenses, including the servicing of financial obligations. This excludes the potential impact of netting agreements.

c. Market risk Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates and equity prices will affect the Company's income or the value of its holdings of financial instruments. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, whilst optimizing the returns.

The Company manages market risks by keeping cost low through various optimization programmes. Moreover, market developments are monitored and discussed regularly and mitigating actions are taken where necessary.

d. Currency risk The Company is exposed to currency risk on revenue and purchases that are denominated in a currency other than its functional currency, the Naira. The currencies in which these transactions primarily are denominated are Pound Sterling (£), Euro (€) and the US Dollar ($). The currency risk is that the fair value or future cash flows of a financial instrument will fluctuate due to the changes in foreign exchange rates.



In managing currency risk, the Company aims to reduce the impact of short-term fluctuations on earnings. The Company has no export sales. Thus the exposure to currency risk in that regard is non existence. The Company's significant exposure to currency risk relates to its importation of various materials and other property, plant and equipment. Although the Company has various measures to mitigate exposure to foreign exchange rate movement, over the longer term, however, permanent changes in exchange rates would have an impact on profit. The Company monitors the movement in the currency rates on an ongoing basis.

29 Defined Contribution Scheme: The company complies with the provisions of the Pension Fund Reform Act 2004 whereby the employer and employee contribute 10% and 8% respectively of basic, housing and transport allowances on monthly basis. Both employer and employee contributions are remitted monthly to the employees' chosen Pension Fund Administrators (PFA). Employers contribution amounting to N14.0 million (2016: N12.8 million) has been charged to income statement.

30 Event After Reporting Date: The Directors are of the opinion that there are no events after the reporting date, which could have had material effect on the state of affairs of the Company at 30 April 2017 and on the statement of profit or loss and other comprehensive income for the year ended on that date, which have not been adequately provided for or recognized.


For the Year Ended 30 April 2017STATEMENT OF VALUE ADDED

2017 2016

N'000 % N'000 %

Revenue 3,675,712 2,835,863

Other income 11,135 25,587

Revenue and other income 3,686,847 2,861,450

Bought-in-materials and services - Foreign (2,397,459) (1,839,618)

Bought-in-materials and services - Local (474,337) (327,486)

Value Added 815,051 100.0 694,346 100.0

To pay employees' wages:

Salaries and other benefits 228,574 28.04 180,091 25.94

To pay providers of Capital:

Interest on facilities and finance charges 121,586 14.77 136,989 19.73

To pay Government:

Income tax 112,645 13.82 87,563 12.61

To provide for enhancement of assets and expansion:

Depreciation 95,395 11.70 97,243 14.00

Retained earnings 257,498 31.59 190,551 27.44

Deferred tax (647) (0.08) 1,909 0.27

815,051 100 694,346 100

72

OTHER NATIONAL INFORMATION


FIVE YEARS FINANCIAL SUMMARYFor the Year Ended 30 April 2017

2017 2016 2015 2014 2013

N'000 N'000 N'000 N'000 N'000

Property, plant and equipment 769,450 819,254 892,451 769,917 348,989

7,424 1,238 4,200 4,731 8,215 1,103,158 487,956 616,009 437,060 280,496 323,792 477,457 427,034 493,036 398,783

10,486 26,590 6,877 4,846 5,904

115,482 79,223 22,243 35,080 31,479

2,329,792 1,891,718 1,968,814 1,744,670 1,073,866

440,331 440,331 440,331 440,331 440,331

573,639 429,885 303,380 259,372 157,223

1,013,970 870,216 743,711 699,703 597,554

52,338 113,480 152,394 230,974 -

151,079 151,726 149,817 117,838 76,568

685,706 497,569 821,593 543,884 236,124

315,504 163,378 79,155 119,135 87,058

111,195 95,349 22,144 33,136 76,562

1,315,822 1,021,502 1,225,103 1,044,967 476,312

Total Equity and Liabilities 2,329,792 1,891,718 1,968,814 1,744,670 1,073,866

3,675,712 2,835,862 2,358,412 2,234,959 1,929,477

370,143 278,114 202,107 264,837 229,287

(112,645) (87,563) (52,898) (57,721) (77,864)

257,498 190,551 149,209 207,116 151,423

- (123,293) (105,679) (105,679) (105,679)

257,498 67,258 43,530 101,437 45,744

Earnings per share - Actual (kobo) 0.29 0.08 0.05 0.12 0.05

Earnings per share - Adjusted (kobo) 0.29 0.08 0.05 0.12 0.05

- 0.14 0.12 0.12 0.12

Assets Employed:

Long term prepayments

Inventories

Trade and other receivables

Prepayments

Cash and cash equivalents

Total Assets

Equity and Liabilities

Equity

Paid up share capital

Retained earnings

Liabilities

Long term borrowings

Deferred tax liabilities

Short term borrowings

Trade and other payables

Current tax payable

Revenue

Profit before taxation

Taxation

Profit after taxation

Dividend

Dividend per share (kobo)

NOTE:Earnings per share - Actual, have been calculated each year on the issued share capital at the Statement of Financial Position date and it is based on the profit after taxation.

73

OTHER NATIONAL INFORMATION


SHAREHOLDERS' INFORMATIONFor the Year Ended 30 April 2017

Members are hereby informed that Cutix Plc declared the following dividends between 1989 and 2017YEAR AMOUNT YEAR AMOUNT1989 4k 2003 10k1990 10k 2004 10k1991

12k 2005 10k

1992 12k 2006 10k1993 12k 2007 12k1994 15k 2008 12k1995 12k 2009 12k1996 15k 2010 12k1997 12k 2011 12k1998 15k 2012 12k1999 15k 2013 12k2000 15k 2014 12k2001 15k 2015 12k2002 15k 2016 14k

The company has also issued the following script issues:YEAR ISSUE1992 One for two1994 Two for three1997 One for one1999 One for one2002 One for one2006 One for one2008 One for one2012 Two for three

SHARE CAPITAL HISTORY OF THE COMPANYYEAR SHARE CAPITAL YEAR SHARE CAPITAL1986 395,000 2002 66,049,5761987 489,000 2003 66,049,5761988 3,302,479 2004 66,049,5761989 3,302,479 2005 66,049,5761990 3,302,479 2006 132,099,1521991 3,302,479 2007 132,099,1521992 4,953,718 2008 264,198,3041993 4,953,718 2009 264,198,3041994 8,256,197 2010 264,198,3041995 8,256,197 2011 264,198,3041996 8,256,197 2012 564,198,3041997 16,512,394 2013 564,198,3041998 16,512,394 2014 564,198,3041999 33,024,788 2015 564,198,3042000 33,024,788 2016 564,198,3042001 33,024,788


75

Dear Esteemed Shareholder,

SEC DIRECTIVE TO CAPITAL MARKET REGISTRARS TO STOP THE ISSUANCE OF DIVIDEND WARRANTS TO INVESTORS FROM DECEMBER31, 2017.

Following the Resolution reached at the Capital Market Committee (CMC) meeting held on August 9, 2016, the Securities and Exchange Commission (SEC) has directed all Capital Market Registrars to stop the issuance of dividend warrants to investors after July 31 2017, which has

stbeen extended to 31 December 2017.

In view of this directive, you are advised to complete the e-mandate form with EDC Registrars Limited or your banker as dividends will only be paid electronically to shareholders with bank

stAccount details from 1 January 2018 as directed by the regulatory authority.

The attached E-mandate form can also be downloaded from our website – www.edcregistrars.com.ng for completion while the original completed form can either be scanned to [email protected], dropped at the Company's address below or submitted at your bank for direct upload to the e-mandate (NIBSS) portal. Please ensure that your email address is provided on the form for ease of communication.

Please note that this year, we are not issuing physical dividend warrants, only those with mandated accounts will be credited.

Kindly contact the phone numbers below for further enquiries.

Thank you.

Yours faithfully,FOR: EDC REGISTRARS LTD

SIGNEDSegun OGUNNOIKIManaging Director

EDC REGISTRARS LTD154, Ikorodu Road, Onipanu, Lagos State

For inquiries, please call 01-4538672 or send e-mail to [email protected]: www.edcregistrars.com.ng : E-mail: [email protected]

SPECIAL NOTICE


76

E-DIVIDENDFor the Year Ended 30 April 2017


PROXY FORMFor the Year Ended 30 April 2017

34th Annual General Meeting to be held by 11.00a.m on Friday,

October 27, 2017 at Conv-Aj Hall, Nnewi.

I/We …………………………………………………………………………………….

Being a member/members of Cutix Plc hereby appoint

………………………………………… or failing

Him/her, Barr. (Mrs.) Ifeoma Nwahiri or failing. Her, Mr. Ike

Okonkwo as my/our proxy to act and vote for me/us on my/our

behalf at the Annual General Meeting of the company to be held

on Friday, October 27, 2017at 11.00am and at any adjournment

thereof.

Dated this …………….. day of October, 2017

Shareholder’s signature …………………………………………..

Notes: 1. THIS PROXY FORM SHOULD NOT BE COMPLETED

AND RETURNED IF THE MEMBER WILL BE

ATTENDING THE MEETING.

2. A member (shareholder) entitled to attend and vote at

the general meeting is entitled to and may if he/she

wishes, appoint a proxy to act for him/her. All proxy

forms must be deposited with the Company’s Registrar,

EDC Registrars 154, Ikorodu Road, Onipanu Somolu,

Lagos, not later than 48 hours before the time for holding

the meeting.

3. Following the normal practices, the name of two Directors

of the company have been entered on the Form to ensure that

someone will be at the meeting to act as proxy. But if you wish,you may appoint anyone else.

4. If executed by a corporation, the proxy card should be sealed

with the company’s seal.

5. In the case of joint shareholders, it should be shown.

6. The proxy must produce the admission card sent with

the notice of the meeting to obtain entry of the meeting.

Please Affix

Postage Stamp

ADMISSION CARDthPlease admit the shareholder named on this Admission Card of his duly appointed proxy to the 34 Annual General Meeting of Cutix Plc which

will be held at Conv-Aj Hall, Nnewi on Friday, October 27, 2017 at 11.00am.

________________________________ __________________________ ________________________

Name of shareholder Number of share held Signature of person attending

Note

1. This admission card must be produced by the shareholder or his/her proxy in order to obtain entrance to the meeting.

2. Shareholders or their proxies are requested to sign the admission card before attending the meeting.

Ijeoma Oduonye (ACIS)Company SecretaryFRC/2016/ICSAN/00000015363

77

NUMBER OF SHARESResolutions For Against

1. To receive the Audited Accounts for the year ended April 30, 2017 together with the Report of the Directors, Audit Committee and Auditors.

2. To declare a dividend

3. To approve an increase in the authorized capital of the Company

share

4 .

To elect directors:

(ii) Barr. (Mrs.) Ogechukwu Maduka

5. To approve the Directors’ Remuneration

6. To authorize the Directors to fix the remuneration of the Auditors.

7. To elect members of the Audit Committee

Please indicate with ‘X’ in the appropriate square how you wish your votes to be cast on the resolutions set out above.

(I) Engr. (Dr.) Okechukwu John Mbonu

Special Resolution1. ‘To approve an increase in the Authorised Share Capital of the company’.



NOTE

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