The 2017 financial year saw our Group make further significant progress towards fulfilling its vision of becoming a leading provider of financial services in the Southern Africa Development Community (“SADC”) region.

OVERVIEW

As discussed in the economic reviews included in this annual report, the economic trends in the region were in general positive but a number of challenges remain in various territories.

Business sentiment improved in both Botswana and Zambia and this is reflected in improved results for our operations in these countries, particularly Zambia where there was also a relaxation of monetary policy in response to improved economic fundamentals…

STRATEGIC CORPORATE ACTIONS

On 31 July 2017, FMBcapital Group made an offer to all shareholders of First Capital Bank to acquire on a one-for-one basis their First Capital Bank shares in exchange for shares in FMBcapital Group. This offer was accepted by shareholders holding 97.888% of the total First Capital Bank shares in issue. As provided in the rules of the Panel on Takeovers and Mergers, the balance of the issued shares of First Capital Bank were compulsorily acquired subsequent to the offer on the same terms as the offer. 2 336 250 000 FMBcapital Group ordinary shares were admitted to the official list of the Malawi Stock Exchange and the issued shares of First Capital Bank, now wholly owned by FMBcapital Group, were delisted…

FINANCIAL RESULTS

The results for the year were influenced to a significant extent by the financial implications of the strategic corporate actions undertaken. The takeover of First Capital Bank and the merger of LFC and First Capital Bank were combinations of entities under common control and had no overall impact on aggregate shareholders’ equity. The acquisitions of Afcarme and OIBM were business combinations in which the Group was the acquirer…

OPERATIONS

As part of the arrangements for the acquisition by FMBcapital Group of control of BBZ, FMBcapital Group and Barclays entered into a transitional services agreement that allows for a phased transition of IT systems, over a two year period, from those of Barclays to those of FMBCapital Group. Extensive preparatory work related to the transition has commenced and it is expected that system migration will be completed well within the stipulated timeframe…

The integration of OIBM’s operations and network was successfully completed in November after court approval of its merger with First Capital Bank.

CORPORATE GOVERNANCE

The corporate restructuring initiatives undertaken have had no impact on governance structures at individual subsidiary bank level. Each bank retains its own board with an appropriate representation of independent and non-executive directors. Board committees also remain in place for the key areas of risk, audit, credit and human resources.

OUTLOOK

The economic outlook for the region is, on balance, largely positive though structural reforms are still required in several territories. The pace of economic recovery may vary but the overall medium term outlook remains promising…

APPRECIATION

In conclusion, I would like to extend my sincere appreciation to my fellow directors and our management teams as well as to our staff, customers, regulators and investors for their ongoing commitment to FMBcapital Group. The Group’s success is your success.

Terence Davidson
Chairman