var textForPages = ["ANNUAL REPORT AND FINANCIAL 2 0 1 8STATEMENTS INSURING HAPPINESS w w w.ap ai n s u ra n ce.o rg","","CONTENTS ANNUAL REPORT AND FINANCIAL STATEMENTS 2018 Company Information Group Structure 6 Board of Directors 7 Management Team 8-9 Chairman’s Statement 10 - 11 Chief Executive Officer’s Statement 12 - 14 Corporate Governance Statement 16 - 18 Corporate Social Responsibility 20 - 21 Directors’ Report 22 - 23 Statement of Directors’ Responsibilities 24 Report of the Consulting Actuary 25 Report of Independent Auditor 26 27- 29 FINANCIAL STATEMENTS 30 Statement of Comprehensive Income 31 Statement of Financial Position 32 Statement of Changes in Equity 33 Statement of Cash Flows 34 - 49 Accounting Policies 50 - 76 Notes to the Financial Statements 77 SUPPLEMENTARY INFORMATION Revenue Account 3","ANNUAL REPORT AND FINANCIAL STATEMENTS 2018 Happiness comes easily when you know that you and your loved ones are covered from life’s uncertainties. APA, Insuring Happiness 4","ANNUAL REPORT AND FINANCIAL STATEMENTS 2018 MISSION We put smiles on the faces of our stakeholders. VISION We are the region’s most respected Group creating and protecting wealth. 5","ANNUAL REPORT AND FINANCIAL STATEMENTS 2018 COMPANY INFORMATION DIRECTORS AUDITOR R M Ashley* - Chairman PricewaterhouseCoopers Certified Public Accountants (Kenya) D M Ndonye PwC Tower, Waiyaki Way, Chiromo Road P.O. Box 43969- 00100 A K M Shah Nairobi P J Shah BANKERS S M Shah Commercial Bank of Africa Limited P.O. Box 30437-00100 R Schnarwiler** Nairobi P M K Shah* CONSULTING ACTUARIES J N Gitoho - Resigned 23 August 2018 Giles T Waugh, FASSA, FIA Independent Actuarial Consultant M W Kimotho, MBS - Appointed 12 February 2019 +27 11 646 0199/ +27 83 680 7990 REGISTERED OFFICE *British **Swiss Apollo Centre, COMPANY SECRETARY 07 Ring Road Parklands, Westlands P.O. Box 30389 - 00100 P H Shah Tel: +254 (0) 20 364 1000 Certified Public Secretary (Kenya) Nairobi P.O. Box 30094 - 00100 Nairobi AGENCY OFFICE SENIOR MANAGEMENT Barclays Plaza, Koinange Street Catherine Karimi - Chief Executive Officer P.O. Box 30389 - 00100 Tel: +254 (0) 20 364 1042 Daniel Mugo - Chief Finance Officer Nairobi Bernard Kinyanjui - Head of Corporate Business Apollo House Moi Avenue Vitalis Mbae - Actuarial Officer P.O. Box 81821 - 80100 Tel: +254 (0) 41 227506 Jane Watiki - Head of Operations Mombasa - Corporate Business Harriet Aleke - Head of Operations - Retail Business Stephen Muiga - B usiness Development Manager - Alternative Channels James Njagi - B usiness Development Manager - Deposit Administration Mark Mumo - Business Development Manager - Corporate Business, Group Life Benedicto Makena - Business Development Manager - Retail Business 6","ANNUAL REPORT AND FINANCIAL STATEMENTS 2018 SGGSTRTRROOURUCUUPTPUCRETURE 100% (Uganda) (Property Management) 7","ANNUAL REPORT AND FINANCIAL STATEMENTS 2018 BOARD OF DIRECTORS - READY TO LEAD 2 34 1 5 Mary M’Mukindia Pratul Shah S. M. Shah Piyush Shah Richard Ashley Director Company Secretary Director Director Chairman 8","ANNUAL REPORT AND FINANCIAL STATEMENTS 2018 BOARD OF DIRECTORS (CONTINUED) 8 10 9 67 Ashok Shah P.J. Shah John Piper Daniel Ndonye Reto Shnarwiler Director Director Board Observer Director Director 9","ANNUAL REPORT AND FINANCIAL STATEMENTS 2018 MANAGEMENT TEAM CATHERINE KARIMI Chief Executive Officer Daniel Mugo Harriet Aleke Bernard Kinyanjui Chief Finance Officer Head of Operations - Head of Corporate Retail Business Business Jane Watiki James Njagi Mark Mumo Head of Operations - Business Development Business Development Corporate Business Manager – Deposit Manager – Corporate Adminstration Business - Group LIfe Stephen Muiga Benedicto Makena Vitalis Mbae Business Development Business Development Actuarial Officer Manager – Alternative Manager – Retail Channels Business 10","ANNUAL REPORT AND FINANCIAL STATEMENTS 2018 MANAGEMENT TEAM (CONTINUED) Keval Shah Chris Ngala Benjamin Otieno Group Chief Group Head of Audit Group Head of Risk Finance Officer Juliana Nguli James Nyakomitta Jackie Tonui Group Head of Group Head of ICT Group Head of Human Resource Corporate Communications Judith Bogonko INSURING HAPPINESS Group Head of Customer Service 11","ANNUAL REPORT AND FINANCIAL STATEMENTS 2018 CHAIRMAN’S STATEMENT FOR THE YEAR ENDED 31 DECEMBER 2018 ‘Dear Shareholders, The continuation of the interest rate cap on commercial bank lending rates will likely curb the availability of credit, and On behalf of the Board lead to tougher conversations with multi-lateral agencies like of Directors, I am the IMF. pleased to present In addition to more favourable climatic conditions, the KNBS the Company’s Annual cited improved political stability as a factor supporting growth Report and Financial in 2018. This stability also helped the local currency maintain its position against the dollar, with the shilling trading at Statements for the year 101.81 to the US dollar as of December 28. Having opened ended 31 December 2018 at 103.29 to the dollar, the shilling managed to avoid the 2018’. volatility that beset many currencies in developing countries during the past year. The local unit gained 1.4% against the ECONOMY & BUSINESS USD in 2018, to close the year at 101.8 compared to 103.2 ENVIRONMENT OVERVIEW at the end of 2017, becoming the only African currency to appreciate against the greenback. The KES is projected A rebound in agriculture and a return to political to continue its stability in the short term. With regard to stability have helped strengthen the momentum stock market performance, NASI index was down by -18% of Kenya’s economy in 2018, with the rollout of during 2018. The haemorrhage was largely led by large-cap large infrastructure projects expected to see this stock prices declining from the second quarter as a result of growth continue in the medium term. global sell-offs by foreign investors from emerging markets. The IMF forecasts GDP will expand to 6% in 2018, Foreign investor outflows increased in 2018 to USD 425.6mn, an increase on the 4.9% growth recorded in 2017. compared to USD 113.7mn in 2017. This was reflected The fund’s forecast was supported by data from general trend where international investors exited emerging the Kenya National Bureau of Statistics (KNBS), markets as interest rates went up in the US coupled with the which showed that GDP had expanded by 6.3% strengthening of the US Dollar (y-o-y) in the first three quarters of 2018. A continuation of favourable weather conditions BIG FOUR INFRASTRUCTURE PLANS TO characterised by heavy downpours, have been a SUPPORT 2019 GROWTH boon for agricultural and hydroelectric activities. Healthy diaspora remittance inflows and a marked Despite an increase in the cost of key products, the positive increase in tourism earnings against a strengthening performance of 2018 is expected to continue in the near shilling also drove the strong outturn and helped future, with the IMF predicting growth of 6.1% in 2019 as the to narrow the current account deficit by nearly a government continues with the rollout of major infrastructure quarter compared to the same period last year. projects. Growth is expected to remain strong in 2019, thanks to solid domestic demand. Private The country’s “Big Four” plan, which focuses on increasing consumption should continue to expand at a investment in affordable housing, manufacturing, food healthy pace, buoyed by solid remittances inflows security and universal health care, is expected to gain and a tight labour market, while upbeat business momentum in 2019 following the implementation of a series confidence should continue to support strong fixed of pilot programmes. investment growth. CHANGES IN THE BOARD 12 Mr. James Gitoho, who has been a director resigned to pursue other personal interest in August 2018. On behalf of the Board of the Directors, we wish James well in his future pursuits. At the start of 2019, directors appointed Ms. Mary Kimotho M’Mukindia, ACC, MBS as a member of the Board of Directors of the Company. Mary is a renowned corporate leader and Executive Leadership Coach with over 35 years of a dynamic career both in public and private sectors. Mary joins the Apollo APA family with wealth of experience and the board has expressed confidence in bringing value and diversity within the board. I therefore request the board members and other stakeholders to join me in welcoming Mary on board and looking forward to fruitful contributions.","ANNUAL REPORT AND FINANCIAL STATEMENTS 2018 CHAIRMAN’S STATEMENT (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2018 2018 PERFORMANCE REVIEW RICHARD M ASHLEY In 2018, for the ordinary life and group life CHAIRMAN insurance lines, we recorded gross premium income of Shs. 963 Million compared to Shs. 908 Million in 13 2017 registering a growth of 6%. The pension line recorded a decline of 10% in contributions from Shs.585Million in 2017 to Shs.530 Million. The total revenue including the DAP contribution remaining flat at Shs1.492 Million over 2017. Our loss before tax for the year stood at Shs22 Million (2017: Loss of Shs 59.7 Million) while the total comprehensive loss stood at Shs 32 Million, (2017: loss of Shs 26 Million), both remaining flat under very tight and volatile business environment, largely attributed to better investments experience and strict cost controls during the year. Our deposit administration fund maintained a steady growth of 12% to stand at Shs 3.5B at end of the year, up from Shs3.1Billion in 2017. In consultation with our Statutory Actuary, the Board of Directors has approved a reversionary bonus of 4% on the “with profit individual life policies” and an interest of 10.25%, (2017: 9.50%) on deposit administration schemes and individual pension plans funds. This was primary occasioned better performance of investment income and available for sale investments during the year. The board continues to support management new initiatives geared towards improving business efficiency and improving returns to all stakeholders We believe that we are on the right track and direction. Our total asset base surpassed the Shs5 Billion mark to stand at Shs5.3 Billion from Shs4.7 Billion translating to a growth of 13%. The Company continues to enjoy the benefits of our fully integrated life management system that has enabled the business to largely automate its operations. The key benefits derived from the new system include efficient and more effective service delivery to our clients and producers through self-service client and agent portals. The system is enabling us to fully exploit the opportunities presented in the alternative distribution channels of bancassurance, mobile platforms and other digital strategies. Through this service differentiation initiative, we continuously benchmark our service delivery to the best practices worldwide which is bearing returns in form of increased business volume.","ANNUAL REPORT AND FINANCIAL STATEMENTS 2018 CHAIRMAN’S STATEMENT (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2018 FUTURE OUTLOOK Increased supervision of the financial sector is another change that is sweeping across the insurance industry both The insurance industry is at that point where change must locally and globally. The Insurance Regulatory Authority be intentionally made. Failure to which we risk letting introduced the Risk Based Supervision model in 2013. This our future be dictated by a revolutionary business. The was followed by the Risk Based Capital. This is a positive industry is facing changes from different fronts and each move, and an ongoing process, as it ensures insurance require different, but implementable, interventions. As a companies can meet their liabilities and especially to its starter, the proliferation of technology and its ubiquity in customers or policy holders, an element that has been the our everyday life, means that if technology is not ingrained thorn in the flesh for the industry. The implementation in our processes and products, we are likely to be left process is ongoing up to June 2020 when all companies behind by our competitors and other service providers. are expected to have complied. Different insurers can Technology is critical in increasing internal efficiencies now hold different levels of capital depending on their and improving customer service. business profiles. The Apollo Group has maintained that compliance is important and the growth projections of APA Another change that the insurance industry must contend Life need to be supported to meet the requirements of the with is the changing consumer. Kenya’s median age is 19 Insurance Act. To this end the Group has increased the years, 50 per cent of the Kenyan population is aged between paid up Capital of APA Life. 0 and 19 years, while 25 per cent is aged between 20 and The implementation of IFRS9 came into force effective 34 years. The 20 to 34 year olds are climbing the income 1 January 2018 which required insurance companies to ladder and possess long-term purchasing power, they also make full provisions of receivables therefore affecting happen to be the most underinsured. These consumers are the bottom line/profitability of the companies. This calls tech savvy, well-educated and have a variety of options for insurance companies to review their credit policy for insurance products, both formal and informal. Their and other investment segments in order to minimize and tastes and preferences for insurance products also differ manage the impact of the change in accounting policy as from what has been the norm. For them, understanding well as becoming compliant with this regulation. the product and the benefits it offers is paramount. They prefer to enjoy the benefits within a shorter period, five ACKNOWLEDGMENT years and below, and they are also keen on investing as opposed to only protecting themselves from risk. We need My appreciation to the policy holders, intermediaries and to focus on this consumer who will form the bulk of policy our business partners for their support. I wish to thank the holders in the short term. management and staff for their commitment, loyalty and dedication in driving the Company forward. Finally, I wish Bearing the customers’ requirements in mind, we are to thank my fellow Directors and record my appreciation focused on customising products and determining the best for their continued support and considered advice. communication and distribution channels. RICHARD M ASHLEY Chairman 12 March 2019 14","ANNUAL REPORT AND FINANCIAL STATEMENTS 2018 SAVING UP FOR SOMETHING BROUGHT ME SO MUCH HAPPINESS. “Save save save” was what my mother used to tell me. “No matter how small the amount, start saving”. I carried this teaching with me and when I was of age and aware of APA IMARIKA, I signed up for the product and started making small contributions monthly. 3 years later, a piece of land I had always admired was up for sale and thanks to my Imarika savings, I was able to buy it in full and still have money in my savings. Who knew small savings would do something so big. Thank you APA for putting a smile on my face and insuring my happiness APA Imarika 15","ANNUAL REPORT AND FINANCIAL STATEMENTS 2018 CEO’S STATEMENT FOR THE YEAR ENDED 31 DECEMBER 2018 ‘Dear Shareholders, THE ECONOMY I am delighted to The current economic environment in the country provides present the CEO’s numerous opportunities for growth. At APA, we are excited statement for the about these developments and are positioning ourselves to take advantage of these opportunities as they arise. We are year ended committed to matching the highest international standards of product and service delivery and believes that the quality 31 December 2018’. of our people and the focus on meeting the needs of our customers will enable the Company to outperform both INSURANCE INDUSTRY local peers and new entrants. As reported in the Chairman’s statement we strongly believe that the Economy will The Kenyan insurance market continues to face continue to grow and brings opportunities that we can grow numerous challenges including very low insurance our business. penetration, high risk and increasing incidence and cost of fraud and increased competition due to COMPANY’S PERFORMANCE the arrival of new entrants in an already crowded industry, including an increasing number of global Against the back-drop of continued economic challenges players. A number of market participants have and low overall growth of our business in 2018, I am pleased responded to these developments by reducing to see our key indicators performing well. 2018 was a very premiums and as a result underwriting results busy year that focused on expansion of our ordinary life have deteriorated with a consequent impact on business and strengthening our investments to deliver high industry profitability and service standards. Not and sustainable returns to all stakeholders. We focused on surprising, therefore, a significant number of improving underwriting processes of the group life business players witnessed a reduction in profitability for better profitability. Effort was also made in improving compared to the 2017 results. our processes and systems to efficiently deliver superior After the turbulence of 2017 elections during services to our customers. which the economy had predictably slowed down, Our ordinary life business that had challenges previously, it was widely expected that 2018 would be a year registered an impressive revenue growth of 63% and of revival and growth. Unfortunately for the a growth in customer retention rate of 40%. We have insurance industry, in particular, 2018 turned out continued to innovate and pursue new markets especially in to be worse than 2017. Between 2013 & 2016 the microinsurance and credit life space. Out of this we have the industry had registered a CGR of 10% and in realised positive outcomes evidenced by revenue growth 2017 this came down to 2% and slumped further of 129% during the year. Our Group Life and Pension lines to 1.9% in November 2018. In 2017 the collective did not register revenue growth as projected but emerged underwriting loss exceeded Shs.1 billion up from stronger than previous year in terms of profitability. Our 79.13 million during the same period last year investment despite the interest curb and tough environment which is both unprecedented and unsustainable. performed better giving rise to a two-digit net rate of return As at June 2018, the Industry registered a to our pension policyholders. collective underwriting loss of Shs.2.66 billion. While these numbers are an important measure of our Support by the regulator in addressing various achievement we believe success goes beyond them. Customer challenges has improved the way of doing business value and experience are indisputably amongst our key inspiring more confidence in the market. The fraud success metrics. We aim to turn customer experience into detection unit run by IRA, Insurance Regulatory a competitive differentiator. Riding on our robust IT system, Authority, is a measure addressing one of the we are increasing our focus on customer engagement; major challenges affecting the industry. improving customer experience at every interaction and exploring mechanisms to settle our claims faster and more 16 efficiently. Developing and nurturing our people is also a core element of our success. We strive to enhance employee experience and engagement as well as our corporate culture. We are continuously monitoring our employee engagement score to further support this element of success. We are actively encouraging our employees to embrace a learning mindset and acquire new knowledge and skills. We continue to actively drive innovation to accelerate growth, improve services and product that we offer to our customers as well as improve productivity and quality of our business.","ANNUAL REPORT AND FINANCIAL STATEMENTS 2018 CEO’S STATEMENT (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2018 NEW KEY INITIATIVES CATHERINE KARIMI In 2018 APA launched a successful brand campaign titled ‘Insuring CEO Happiness’. The campaign launch coincided with the International Day of Happiness which is a day dedicated to inspiring action for 17 a happier world. The campaign ads were centered on the belief that “Insurance is about people, not things” and sought to build an emotional connection by focusing on what matters most to people. This portrays APA as a happy brand that customers would be glad to associate with. This created a positive essence that we will continue to leverage to drive higher growth of our retail, portfolio where we see potential growth for our business. To this end, we have come out with products focusing on individual and family cover cross-selling combined solutions for life and general and targeting medium-size businesses. We have come up with a package policy for schools to take advantage of the government directive that all schools should be insured. We have been strictly monitoring adherence to the customer charter which was unveiled in 2016. To enhance the customer experience, we have partially implemented a contact center which is expected to be fully operational by mid-2019. In 2018 we also amplified our efforts to build and maintain our client relationships by holding various client appreciation events across the country. TECHNOLOGICAL & DIGITAL TRANSFORMATION As technology disruption continues to take hold, we expect to see the insurance industry keep investing its capital in digital advancement and solutions. According to our 2018 Business Environment Study, 80% of companies indicated an increase in IT spending for 2018 and 36% reported a significant increase of greater than 15%. The role technology plays in meeting customers’ changing wants and needs across generations is critical. The core of being successful in innovation is being successful in technology. It’s really about listening to the customer and adapting that technology to their needs, we need to listen to the voice of the customer to be successful. We recently conducted a digital audit across the Group and found areas of opportunity to digitise our customer journeys and processes. This audit has given rise to Apollo Nirvana- our new digital strategy. Nirvana aims to propel us in just three years to become a digital leader in the market. The overarching vision for Nirvana is “Insuring happiness with seamless protection for all customers, at their fingertips”. Some of the activities of the project will include: • Web and app platforms for our customers and brokers that can be used to purchase and service multiple insurance products • Automation of our core processes (onboarding, claims and servicing across general, life and health), eliminating paper and reducing processing times • Use of our data to drive business value (for example through better cross-sell, more proactive retention of our customers, better management of claims cost) • Innovative disruptions to increase our market share","ANNUAL REPORT AND FINANCIAL STATEMENTS 2018 CEO’S STATEMENT (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2018 RECOGNITION AND AWARDS With its large population, diverse economy and an insurance penetration rate of less than 3% of GDP in the APA participated in the 2018 Annual Think Business first quarter of 2018, compared to a global average of more Insurance Awards whose objective is to encourage than 6%, Kenya holds significant promise as an insurance innovation and excellence in the Insurance sector arena. Recent years have seen the government and the by recognising, awarding and celebrating exemplary industry regulator attempt to realise this potential: performers and successes of the sector. key measures have included the localisation of marine APA won six awards, scooping three overall winners’ insurance business, the development of a micro-insurance positions, two 1st runners up positions and one 2nd framework, increased training for insurance agents and the runner up position. We took the overall winner awards promotion of technology in transacting insurance business. in three main categories including Fraud Detection and Juxtaposing these efforts are challenges including a lack Prevention, Best in product Distribution and Marketing of awareness among consumers and reputational damage and Best in Customer Satisfaction (Medical). We also caused by a number of historical insolvencies, as well as received 1st runner up in Customer Service and in Claim systemic weaknesses such as fraudulent claims and the Settlement (General) and 2nd runner up in Corporate frequency of delayed claims payments. An ongoing process Social Responsibility. of regulatory reform is central to tackling these obstacles. In a service industry like ours, a company is as good as In the shorter term, solid growth forecasts for the Kenyan its people. We at APA firmly adhere to this philosophy economy bode well for the prospects of continued and to this end our company makes a considerable premium growth in the sector. investment every year on training and development of Further, its notable that the insurance industry continues our staff. Training is conducted through our APA academy, to be affected in the medium term though not negatively, external facilitators and the Swiss Re e-portal. APA was by two developments. First implementation of risk based also recognized by the Association of Kenya Insurers (AKI) capital requirement expected to be operational by June during the annual sports day in September 2018 which 2020. Secondly the proposed adoption of IFRS 9 and 17 saw us retain our number 1 overall position for the 6th with effect from 1st January 2018 and 2021 respectively consecutive year. This shows our commitment to the will bring in radical changes from the current reporting health and wellness of our staff is bearing fruit. system. Further this is expected to put focus on various aspect of business processes and investment decisions. CORPORATE SOCIAL RESPONSIBILITY APPRECIATION At APA we understand that we have a responsibility to our society and we have made Corporate Social Responsibility The contributions of APA’s various stakeholders have (CSR) an integral part of our business culture. To ensured that continued strong performance is achieved. underline our deep commitment to making a difference These are none other than our business partners, in people’s lives, we are guided by existing policy and we intermediaries and customers. I would like to thank you commit to a substantial budgetary allocation each year for your continued support and loyalty, which have been to CSR initiatives through the APA Apollo Foundation. Our instrumental in reinforcing APA’s position as the financial objective remains to support sustainable projects that services provider to reckon with in the Kenyan insurance uplift the standards of communities that we partner with market. for support. I also thank all our staff across the country who continue to show dedication and provide superior service to FUTURE OUTLOOK our customers. I would also like to acknowledge with appreciation my colleagues in the management and the Kenya’s economy is expected to expand by between Board directors for their diligence, guidance and support 6.5 and 7 percent in 2019. Economic growth will also that has ensured that we achieve superior and excellent be supported by the increase in the number of mega results during the year. projects under execution as well as the early impact of President Uhuru Kenyatta’s Big Four Agenda. East African CATHERINE KARIMI nations are expected to achieve between eight and nine Chief Executive Officer percent expansion of the gross domestic product (GDP) in 2020. This will be largely driven by the oil and gas sub 12 March 2019 sector which will be nearing full commercial production with crude oil pipeline to Lamu expected to be under construction. Technology investments are happening at a record pace across financial services with insurance companies being no exception. Strong financial conditions in 2018 have paved the way for an increased focus on optimising the digital experience, which directly impacts the customer experience—a driving strategy for success in the insurance industry. When it comes to embracing change, there should be no letting off the pedal. Business leaders must continually evolve longstanding practices, using new advances in technology to fuel their journey forward. 18","ANNUAL REPORT AND FINANCIAL STATEMENTS 2018 MY HAPPINESS IS CATERING FOR MY CHILD’S FUTURE. For me, my son’s education is very important. Right now, he is in class four and going forward I still want him to enjoy the best education in the best schools. That is why I took the APA Elimu plan so that I’m able to plan for his education until he graduates from university. Harvard, here we come! Thank you APA for putting a smile on my face and insuring my happiness. APA Elimu 19","ANNUAL REPORT AND FINANCIAL STATEMENTS 2018 CORPORATE GOVERNANCE STATEMENT INTRODUCTION Good corporate governance is key to the integrity of corporations, financial institutions and markets and is central to the health of our economies and their stability. Corporate governance plays a leading role in making certain how corporations and their boards and management are directed, controlled and held to account. Corporate governance therefore encompasses the systems, practices and procedures by which the individual corporation regulates itself in order to remain competitive, ethical, sustainable and fair. The Board of APA Life Assurance Limited follows principles of openness, integrity and accountability in its stewardship of the Company’s affairs.  It recognises the developing nature of corporate governance and assesses the Company’s compliance with generally accepted corporate governance practice on a regular basis, directly and through its Board committees and Management.  The role of the Board is to ensure conformance by focusing on and providing the Company overall strategic direction and policy-making as well as performance review through accountability and ensuring appropriate monitoring and supervision.  The Board is also responsible for the overall system of internal control and for reviewing its effectiveness.  The controls are designed to both safeguard the Company’s assets and ensure the reliability of financial information. A senior management team, comprising executive directors and senior managers meets regularly to consider issues of operational and strategic importance to the Company. Below are the key features of the existing corporate governance practices within the Company which are reviewed and improved on a regular basis: 1. BOARD OF DIRECTORS The Board of Directors consists of eight directors out of whom three are independent non-executive directors. The Chairman of the Board is a non-executive director and the Board meets formally at least four times a year. The Board is responsible for setting the direction of the Company through the establishment of strategic objectives, key policies and the approval of budgets.  It monitors the implementation of strategies and policies through a structured approach to reporting by executive management and consequent accountability.  The directors are actively involved in and bring strong independent judgement on Board deliberations and discussions.  These directors have a wide range of knowledge and experience of local and international markets that is applied to the formulation of strategic objectives and decision making. All directors have access to the advice and services of the Company Secretary and are entitled to obtain independent professional advice on the Company’s affairs. To assist the Board in the discharge of its responsibilities, Board committees have been established. All the Board committees meet at least four times a year. The committees are as follows: - (a) Audit and Risk Committee The audit and risk committee comprises four non-executive directors and the executive director. The committee is responsible for, inter alia, developing and advising on audit and financial controls and compliance issues of the Company. It also defines the scope of the internal audit function and acts as a liaison between the external auditors and management. The current members of the committee are R Schnarwiler (Chairman), P Shah, R M Ashley, D M Ndonye and A K M Shah. (b) Information and Communication Technology (ICT) Committee The ICT committee comprises one non-executive director, the professional nominated under shareholder’s agreement and the executive director. The committee provides guidance to the Board on ICT requirements for the Company, provides assurance that the ICT systems in place are able to generate accurate and timely management reports and also reviews ICT budgets and recommends for their adoption by the Board. The committee also ensures that there are business continuity plans in place for the Company. The current members of the committee are P H Shah (Chairman), P Shah and A K M Shah. (c) Investment Committee The Board has an investment committee comprising three non-executive directors, board advisor and the executive director. This committee is responsible for determining the Company’s overall investment strategy and monitoring its implementation. The current members of the committee are R M Ashley (Chairman), D M Ndonye, S M Shah, P H Shah and A K M Shah. 20","ANNUAL REPORT AND FINANCIAL STATEMENTS 2018 CORPORATE GOVERNANCE STATEMENT (CONTINUED) 1. BOARD OF DIRECTORS (CONTINUED) (d) Remuneration Committee The remuneration committee currently consists of three non-executive directors and the Executive Director. Its primary objective is to ensure that the right calibre of management is recruited and retained and set guidelines for remuneration of staff. The non-executive directors on the committee are responsible for agreeing the terms of service in respect of the executive directors. The committee is also responsible for ensuring that the terms and conditions of service for management and staff is fair, appropriate and reflect the market conditions. The current members of the committee are D M Ndonye (Chairman), R Schnarwiler, P J Shah and A K M Shah. 2. INTERNAL CONTROLS The Company has implemented and maintains internal controls designed to provide reasonable assurance as to the integrity and reliability of the financial statements and to adequately safeguard and maintain accountability of the Company’s assets. Such controls are based on established policies and procedures and are implemented by trained personnel with appropriate segregation of duties. The effectiveness of the system of internal controls is monitored regularly through internal audit function, operational meetings and the annual external audit. 3. RELATED PARTY TRANSACTIONS AND DIRECTORS’ REMUNERATION The related parties’ transactions with the group companies during the year ending, 31 December 2018 are detailed under note 35 of these annual report and financial statements. The remuneration for non-executive directors consists of fees and sitting allowances for their services in connection with the Board and committee meetings. These fees and allowances are approved by the members at the annual general meetings. The aggregate amount of directors’ remuneration for services rendered during the year ending 31 December 2018 are contained under note 31 of these annual report and financial statements. 4. SOCIAL AND ENVIRONMENTAL RESPONSIBILITIES The Board is conscious of the Company’s social and environmental responsibilities. Particular attention is given to projects with a long time positive impact to the society and environment. These include employees’ welfare programmes, education and health activities, empowering the youth and provision of clean and safe drinking water. The Company encourages staff to participate and actively supports them in various causes. 5. GOING CONCERN The directors confirm that the Company has adequate resources to continue in business for the foreseeable future and therefore the continued use of going concern as a basis of preparing the financial statements is appropriate. RICHARD M. ASHLEY ASHOK SHAH Chairman Director 12 March 2019 12 March 2019 21","ANNUAL REPORT AND FINANCIAL STATEMENTS 2018 CORPORATE SOCIAL RESPONSIBILITY Ashok Shah - Apollo Group CEO during construction of a sand dam to support households. ‘As an insurance Our objective remains to support sustainable projects that uplift the standards of communities that we partner with for company, we support. provide essential The Group’s corporate social responsibility programs focus on four key pillars: services to the 1. Sustainable clean water supply to communities 2. Empowering the youth community’ 3. Education and health activities We play a role in connecting people with each 4. Environment conservation. other, with other communities and key community services. The operation of our services touches on APA APOLLO FOUNDATION all members of the community with the potential to positively impact on their quality of life. We also APA Apollo Foundation, previously known as ‘Amini Poa Maji operate from a significant number of properties and Maisha,’ is the umbrella trust that is funded by APA Apollo have a responsibility to those living and working Group and contributes towards the construction of sand nearby as well as being a significant employer; dams. The trust has been in existence since 2006 and has directly employing 353 staff. constructed 22 sand dams in arid and semi-arid areas of Our relationships with the local communities we Kenya (Machakos, Makueni and Kajiado) serve are therefore very important to us and are an essential part of the growth of our business. When The strategic goal is to enhance food security for all in society developing our products and services, we have a by providing communities in semi-arid areas, accessibility to role to play in improving services for the community reliable water supply. This is achieved by the construction as a whole and not just our individual customers. of sand dams on dry river beds to harness the water that only flows during rainy seasons. The water is retained in the 22 sand that is deposited behind the dam. An artisan well with a hand pump is provided for easy access by the community. The natural filtration through the sand gives clean drinking water that is used both for agriculture and household.","ANNUAL REPORT AND FINANCIAL STATEMENTS 2018 CORPORATE SOCIAL RESPONSIBILITY (CONTINUED) In 2018, the communities partnered with APA staff RECREATION THROUGH SPORTS members and the Utooni Development Organization; a non-government organisation that specializes in the APA promotes sporting activities by supporting the Runda construction of sand dams and built the two dams that Youth Sports Association (RYSA) football team. The will support these households in the long term. sponsorship includes the fees for RYSA to participate in These dams are located in Imarat, Kajiado and Ikalaasa, various leagues and provides the football kits, for logistics Machakos respectively. The Ikalaasa project was a special and team allowances. one as the Khimasia Family partnered with the foundation The RYSA football team participates in the Nairobi County to fund and build the dam in celebration of their 100 year league which is under the Football Kenya Federation. anniversary in Kenya. Overall the team is in sixth place in a league of 13 teams. In addition, APA organizes tournaments for the team in Some of the key objectives that the projects have met order to boost and continue to nurture the soccer talents include: and positively engage the youth in Mji wa Huruma and • Enhancing water and food security for the communities Githongoro villages. • Increasing accessibility to clean water • Increase in food supply ENVIRONMENT CONSERVATION • Reducing commuting for long distance to fetch water for women and the children • Ensuring that the community at large is able to participate in other income-generating activities as long hours spent in fetching water have been reduced. YOUTH INITIATIVE PROGRAMMES APA / APOLLO BURSARY FUND APA team at the annual ‘Run for Mau’ marathon Catherine Karimi - APAL Chief Executive Officer Our commitment to protecting and conserving the handing over a cheque to Cheleta primary school environment is core to our business and it is our objective towards the bursary programme to plant and maintain at least 1,500 trees every year. In The APA bursary scheme was created to educate the top partnership with Egerton University, we have created the achieving boy and girl from Cheleta Primary School and Ngongogeri Park and every year we plant 1500 seedlings hailing from Githongoro slums in the outskirts of Runda. with our staff and Egerton students. We are also key The bursary fund currently in its 13th year and has 12 partners and sponsors in the annual Run for Mau marathon students in the bursary program. in which we have participated for 6 consecutive years. Cheleta School’s overall performance has greatly improved Through the APA Apollo Foundation sand dam projects, we since the bursary program was introduced with the average ask the benefiting communities to plant trees along the score rising to above 50%. This is due to competition river beds to help curb soil erosion, provide food as well amongst the pupils. The bursary caters for secondary as beautifying the landscape. A minimum of ten trees is education tuition and necessary personal effects. allocated for planting and maintenance to each household that benefits from the sand dam. We have partnered with “Friends of Karura” and “Greenline Project” to plant trees in both the Karura forest and Nairobi National park in an effort to curb urban encroachment. Environment conservation has also been embraced at the departmental level by the APA staff through the annual departmental CSR activities. 23","ANNUAL REPORT AND FINANCIAL STATEMENTS 2018 DIRECTORS’ REPORT FOR THE YEAR ENDED 31 DECEMBER 2018 The directors submit their report together with the audited financial statements for the year ended 31 December 2018, which disclose the state of affairs of APA Life Assurance Limited (the “Company”). INCORPORATION The Company is incorporated in Kenya under the Kenyan Companies Act as a private company limited by shares, and is domiciled in Kenya. The address and the registered office is set out in page 6. BUSINESS REVIEW The principal activity of the Company is the transaction of general insurance business. The key risk that the Company faces is insurance risk which arises from the possibility that the insured event occurs and the uncertainty of the amount of the resulting claim. RESULTS (Loss) / profit before income tax 2018 2017 Shs’000 Shs’000   (59,702) (22,198) Income tax credit /(expense) (8,398) (6,643)   (30,596)   (Loss) / profit for the year (66,345) Other comprehensive income/ (loss) (1,413) 40,195 Total comprehensive (loss) /income (32,009) (26,150) DIVIDEND The net loss for the year amounting to Shs 32,009,000 (2017: Shs 26,150,000) has been deducted from retained earnings. The directors do not recommend payment of dividends (2017: Nil). DIRECTORS The directors who held office during the year and to the date of this report are set out on page 6. DISCLOSURE TO AUDITORS The directors confirm that with respect to each director at the time of approval of this report: (a) there was, as far as each director is aware, no relevant audit information of which the Company’s auditor is unaware; and (b) each director had taken all steps that ought to have been taken as a director so as to be aware of any relevant audit information and to establish that the Company’s auditor is aware of that information. TERMS OF APPOINTMENT OF AUDITORS PricewaterhouseCoopers continue in office in accordance with the Company’s Articles of Association and Section 719 of the Kenyan Companies Act, 2015. The directors monitor the effectiveness, objectivity and independence of the auditor. This responsibility includes the approval of the audit engagement contract and the associated fees on behalf of the shareholders. By order of the Board P.H SHAH Company Secretary 12 March 2019 24","ANNUAL REPORT AND FINANCIAL STATEMENTS 2018 STATEMENT OF DIRECTORS’ RESPONSIBILITIES FOR THE YEAR ENDED 31 DECEMBER 2018 The Kenyan Companies Act 2015 requires the directors to prepare financial statements for each financial year which give a true and fair view of the financial position of the Company at the end of the financial year and its profit or loss for the year then ended. The directors are responsible for ensuring that the Company keeps proper accounting records that are sufficient to show and explain the transactions of the Company; disclose with reasonable accuracy at any time the financial position of the Company; and that enables them to prepare financial statements of the Company that comply with prescribed financial reporting standards and the requirements of the Kenyan Companies Act 2015. They are also responsible for safeguarding the assets of the Company and for taking reasonable steps for the prevention and detection of fraud and other irregularities. The directors accept responsibility for the preparation and presentation of these financial statements in accordance with International Financial Reporting Standards and in the manner required by the Kenyan Companies Act 2015. They also accept responsibility for: i. D esigning, implementing and maintaining internal control as they determine necessary to enable the preparation of financial statements that are free from material misstatements, whether due to fraud or error; ii. selecting suitable accounting policies and then apply them consistently; and iii. Making judgements and accounting estimates that are reasonable in the circumstances Having made an assessment of the Company’s ability to continue as a going concern, the directors are not aware of any material uncertainties related to events or conditions that may cast doubt upon the Company’s ability to continue as a going concern. The directors acknowledge that the independent audit of the financial statements does not relieve them of their responsibility. Approved by the Board of Directors on 12 March 2019 and signed on its behalf by: RICHARD M. ASHLEY ASHOK SHAH Chairman Director 25","ANNUAL REPORT AND FINANCIAL STATEMENTS 2018 REPORT OF THE CONSULTING ACTUARY TO THE SHAREHOLDERS OF APA LIFE ASSURANCE LIMITED FOR THE YEAR ENDED 31 DECEMBER 2018 I have conducted an actuarial valuation of the insurer’s insurance liabilities as at 31 December 2018. The valuation was conducted in accordance with generally accepted actuarial principles and in accordance with the requirements of the Insurance Act Cap 487 of the Laws of Kenya. Those principles require that prudent principles for future outgo under contracts, generally based upon the assumptions that current conditions will continue. Provision is therefore not made for all possible contingencies. In completing the actuarial valuation, I have relied upon the audited financial statements of the Company. In my opinion, the insurer’s insurance liabilities of the Company were adequate as at 31 December 2018. GILES T WAUGH, FASSA, FIA Independent Actuarial Consultant 12 March 2019 26","ANNUAL REPORT AND FINANCIAL STATEMENTS 2018 INDEPENDENT AUDITOR’S REPORT TO THE SHAREHOLDERS OF APA LIFE ASSURANCE LIMITED FOR THE YEAR ENDED 31 DECEMBER 2018 Report on audit of the financial statements Opinion We have audited the accompanying financial statements of APA Life Assurance Limited (the “Company”), set out on pages 30 to 76 which comprise the statement of financial position as at 31 December 2018, the statement of comprehensive income, statement of changes in equity and statement of cash flows for the year then ended, and a summary of significant accounting policies and other explanatory notes. In our opinion, the financial statements give a true and of fair view of the financial position of APA Life Assurance Limited at 31 December 2018, and its financial performance and cash flows for the year then ended in accordance with International Financial Reporting Standards and the requirements of the Kenyan Companies Act, 2015. Basis for Opinion We conducted our audit in accordance with International Standards on Auditing (ISAs). Our responsibilities under those standards are further described in the Auditor’s responsibilities for the audit of the financial statements section of our report. We are independent of the Company in accordance with the International Ethics Standards Board for Accountants’ Code of Ethics for Professional Accountants (IESBA Code) together with the ethical requirements that are relevant to our audit of the financial statements in Kenya, and we have fulfilled our ethical responsibilities in accordance with these requirements and the IESBA Code. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Key audit matters Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial statements of the current period. These matters were addressed in the context of our audit of the Company financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. Key audit matter How our audit addressed the key audit matter Valuation of insurance contract liabilities Insurance contract liabilities as disclosed in Notes 23 to We engaged our actuarial specialists to assess the the financial statements are of significant magnitude (Shs reasonableness of the actuarial assumptions, including the 1,039 million) to the overall financial statements. There are consideration and challenge of management’s rationale for several methods which can be adopted in the determination the judgments applied. Our audit work included: of these reserves which are underpinned by a series of • evaluating the reasonableness of the methodology and assumptions, and which are also subject to the requirements of the Insurance Act in Kenya. Changes in these assumptions assumptions used by comparing them against regulatory can lead to significant changes in actuarial liabilities. The requirements, recognised actuarial practices and industry methodology used can also have a material impact on standards; and the valuation of the liabilities. The valuation of insurance • obtaining audit evidence in respect of the key data inputs contract liabilities was considered a key audit matter due into the estimation process. to magnitude of the balance and the estimation uncertainty involved in determining the liabilities. Other information The other information comprises the information included in the annual report other than the financial statements and our auditor’s report thereon. The directors are responsible for the other information. Our opinion on the financial statements does not cover the other information and we do not express any form of assurance conclusion thereon. In connection with our audit of the financial statements, our responsibility is to read the other information identified above and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit, or otherwise appears to be materially misstated. If, based on the work we have performed on the other information, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard. 27","ANNUAL REPORT AND FINANCIAL STATEMENTS 2018 INDEPENDENT AUDITOR’S REPORT TO THE SHAREHOLDERS OF APA LIFE ASSURANCE LIMITED (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2018 Report on audit of the financial statements (continued) Responsibility of the directors for the financial statements The directors are responsible for the preparation of financial statements that give a true and fair view in accordance with International Financial Reporting Standards and the requirements of the Kenyan Companies Act, 2015 and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the directors are responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Company or to cease operations, or have no realistic alternative but to do so. Auditor’s responsibilities for the audit of the financial statements Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements. As part of an audit in accordance with ISAs, we exercise professional judgement and maintain professional scepticism throughout the audit. We also: • Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. • Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control. • Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the directors. • Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. • If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Company to cease to continue as a going concern. • Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation. We communicate with the directors regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit. 28","ANNUAL REPORT AND FINANCIAL STATEMENTS 2018 INDEPENDENT AUDITOR’S REPORT TO THE SHAREHOLDERS OF APA LIFE ASSURANCE LIMITED (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2018 Report on audit of the financial statements (continued) Report on other matters prescribed by the Kenyan Companies Act, 2015 In our opinion the information given in the report of the directors on page 24 is consistent with the financial statements. Certified Public Accountants Nairobi 29 March 2019 CPA Bernice Kimacia – Practising Certificate No 1457. Signing Partner responsible for the Independent Audit. 29","ANNUAL REPORT AND FINANCIAL STATEMENTS 2018 STATEMENT OF COMPREHENSIVE INCOME FOR THE YEAR ENDED 31 DECEMBER 2018 Long term Sharehold- 2018 Long term Sharehold- 2017 Notes business ers’ funds Total business ers’ funds Total Shs’000 Shs’000 Shs’000 Shs’000 Shs’000 Shs’000 Gross earned premium 3 962,812 - 962,812 907,579 - 907,579 Reinsurance premium ceded (495,813) - (495,813) (548,176) - (548,176) Net earned premium 466,999 - 466,999 359,403 - 359,403 Investment income 4 427,681 52,564 480,245 376,449 37,543 413,992 Commissions earned 106,069 113,745 113,745 106,069 - - Total income 849,597 887,140 1,000,749 52,564 1,053,313 37,543 Claims and policyholders’ 5 (626,056) - (626,056) (568,720) - (568,720) benefits Operating and other 6 (262,457) (11,511) (273,968) (223,025) (10,740) (233,765) expenses (175,487) - (175,487) (144,357) - (144,357) Commissions payable Total claims and (1,064,000) (11,511) (1,075,511) (936,102) (10,740) (946,842) expenses Profit /(loss) before (63,251) 41,053 (22,198) (86,505) 26,803 (59,702) income tax 8(a) (8,398) - (8,398) (6,643) - (6,643) Income tax credit / (expense) Profit /(loss) for the (71,649) 41,053 (30,596) (93,148) 26,803 (66,345) year Items that may be 12 - -- 23,919 9 23,928 reclassified subsequently 13 (1,413) - (1,413) - - - to profit or loss: 17(b) -- 3,298 -fair value gain from quoted - 12,969 16,267 equities -fair value loss on unquoted equities -fair value gain on government securities Total other (1,413) - (1,413) 36,888 3,307 40,195 comprehensive income for the year Total comprehensive (73,062) 41,053 (32,009) (56,260) 30,110 (26,150) (loss) /income Appropriated as follows: - - - - 3,307 3,307 -To revaluation reserves - 41,053 41,053 - 26,803 26,803 -To retained earnings (73,062) (73,062) (56,260) (56,260) -To statutory reserves - - Total comprehensive (loss) / (73,062) 41,053 (32,009) (56,260) 30,110 (26,150) income The notes on pages 50 to 76 form on intergral part of these financial statements 30","ANNUAL REPORT AND FINANCIAL STATEMENTS 2018 STATEMENT OF FINANCIAL POSITION AS AT 31 DECEMBER 2018 Assets Notes 2018 2017 Shs’000 Shs’000 Intangible asset 10 9 5,183   Motor vehicle and equipment 16,908 11 155,000 10,367 Investment properties 12 (a) 12 (b) - 13,176 Quoted equity investments – available for sale 222,700 13 273,000 Quoted equity investments - FVTPL 7,557 Unquoted equity investments 14 3,067 195,119 Life policy loans 15 8,245 Other loans receivables 11,257 - Investment in unit trust 8(b) 103,882 8,970 Reinsurers’ share of insurance liabilities 16 109,823 2,240 Receivables arising from direct insurance arrangements 14,794 Current income tax 17(a) 60,923 - Other receivables 17(b) 2,543,054 15,729 Government securities - at amortised cost 17(c) 124,546 Government securities - available for sale - 75,358 Government securities – FVTPL 18 770,804 13,690 Commercial paper and corporate bonds 19 184,855 44,450 Deposits with financial institutions 1,031,841 2,618,122 Cash and bank balances 658,058 65,151 Total assets - 5,315,044 185,116 423,327 21,492 4,682,760 Equity and Reserves 20 700,000 550,000 Share capital Investment revaluation reserve - 7,412 Retained earnings Total shareholders’ funds 21 (194,646) (134,466) Statutory reserve 505,354 422,946 Total equity and reserves 22 43,145 23,399 Liabilities Insurance contract liabilities 548,499 446,345 Payables under deposit administration contracts Payables arising from reinsurance arrangements 23 1,039,706 984,800 Other payables Deferred income tax 25 3,497,314 3,115,339 86,482 22,297 26 124,618 103,952 27 18,425 10,027 Total liabilities 4,766,545 4,236,415 Total equity and liabilities 5,315,044 4,682,760 The financial statements on pages 30 to 76 were approved and authorised for issue by the board of directors on 12 March 2019 and were signed on its behalf by: RICHARD M. ASHLEY ASHOK SHAH Chairman Director 31","ANNUAL REPORT AND FINANCIAL STATEMENTS 2018 STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31 DECEMBER 2018 The notes on pages 50 to 76 form on intergral part of these financial statements Share Invest- Retained Total Statutory Total capital ment re- earnings Share- reserves equity Shs’000 valuations Shs’000 holders’ Shs’000 & re- Shs’000 funds serves Shs’000 Shs’000 Year Ended 31 December 2017 450,000 4,105 (89,450) 364,655 7,840 372,495 Balance as at 1 January 2017 100,000 - - 100,000 - 100,000 Issue of new shares (26,150) Total comprehensive income for the - 3,307 26,803 30,110 (56,260) year - (71,819) 71,819 - Transfer from shareholders to long- - (71,819) 446,345 term business 550,000 Balance as at 7,412 (134,466) 422,946 23,399 446,345 31 December 2017 - 550,000 7,412 (134,466) 422,946 23,399 Year Ended 31 December 2018 - (15,837) As Previously Reported - (7,412) 7,412 - - 430,508 Day 1 reclassification of cumulative - (840) (840) (14,997) AFS reserve on equities 550,000 Changes on initial application of - (127,894) 422,106 8,402 IFRS 9 At the start of the year (restated) Issue of new shares 150,000 -- 150,000 - 150,000 Total comprehensive income for the - - 41,053 41,053 (73,062) (32,009) year - (107,805) 107,805 Transfer from retained earnings to (107,805) - statutory reserve Balance as at 700,000 - (194,646) 505,354 43,145 548,499 31 December 2018 The notes on pages 50 to 76 form on intergral part of these financial statements 32","ANNUAL REPORT AND FINANCIAL STATEMENTS 2018 STATEMENT OF C A S H F L O W S FOR THE YEAR ENDED 31 DECEMBER 2018 Cash flows from operating activities Notes 2018 2017 Cash generated from operations 28 (a) Shs’000 Shs’000 Interest received 8 (b) Income tax paid       32,046 109,071 Net cash inflow from operating activities 9 465,887 367,448 11 (1,104) Cash flows from investing activities 12 (511) Purchase of equipment 496,829 Proceeds from disposal of fixed assets   476,008 Proceeds from disposal of quoted shares 20 (8,258) Proceeds from disposal of investment property   - (4,371) Purchase of quoted shares 465 Net investment in unit trusts 28 (b) 52,641 Net loans advanced 128,000 253,983 Net policy loans recovered (117,995) 47,000 Net investment in corporate bonds (4,471) Net placement in deposit with financial institutions (8,245) (75,969) Net investment in government securities (520) (827) - Net cash outflow from investing activities 260 (185) Cash flows from financing activities (638,543) (39,657) Issue of new shares (22,194) - Net cash inflow from financing activities (619,632) (843,338) Increase/(Decrease) in cash and cash equivalents 150,000 (662,592) 150,000 Movement in cash and cash equivalents : 100,000 At start of year 27,197 100,000 Increase/ (Decrease) (86,584) 444,819 At end of year 27,197 531,403 (86,584) 472,016 444,819 The notes on pages 50 to 76 form on intergral part of these financial statements 33","ANNUAL REPORT AND FINANCIAL STATEMENTS 2018 ACCOUNTING POLICIES FOR THE YEAR ENDED 31 DECEMBER 2018 1 Summary of significant accounting policies (a) Basis of preparation The company financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS) (a) Basis of measurement The measurement basis used is the historical cost basis except where otherwise stated in the accounting policies below. For those assets and liabilities measured at fair value, fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When measuring the fair value of an asset or a liability, the company uses market observable data as far as possible. If the fair value of an asset or a liability is not directly observable, it is estimated by the company using valuation techniques that maximise the use of relevant observable inputs and minimise the use of unobservable inputs (e.g. by use of the market comparable approach that reflects recent transaction prices for similar items or discounted cash flow analysis). Inputs used are consistent with the characteristics of the asset / liability that market participants would take into account. (b) Use of estimates 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 group’s accounting policies. The areas involving a higher degree of judgment or complexity, or areas where assumptions and estimates are significant to the company financial statements are disclosed in note 1(t). (b) Changes in accounting policy and disclosures (i) New and amended standards adopted by the Company The Company has applied the following standards and amendments for the first time for their annual reporting period commencing 1 January 2018. IFRS 9 - Financial Instruments The Company has adopted IFRS 9 as issued by the IASB in July 2014 with a date of transition of 1 January 2018, which resulted in changes in accounting policies and adjustments to the amounts previously recognised in the financial statements. The Company did not early adopt any of IFRS 9 in previous periods. As permitted by the transitional provisions of IFRS 9, the Company elected not to restate comparative figures. Any adjustments to the carrying amounts of financial assets and financial liabilities at the date of transition were recognised in the opening retained earnings and other reserves of the current period. As a result, the comparative information provided continues to be accounted for in accordance with the company’s previous accounting policy. The adoption of IFRS 9 has resulted in changes in our accounting policies for recognition, classification and measurement of financial assets and financial liabilities and impairment of financial assets. IFRS 9 also significantly amends other standards dealing with financial instruments as IFRS 7 ‘Financial Instruments: Disclosures’. Set out below are disclosures relating to the impact of the adoption of IFRS 9 on the Company. 34","ANNUAL REPORT AND FINANCIAL STATEMENTS 2018 ACCOUNTING POLICIES (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2018 1 Summary of significant accounting policies (continued) (b) Changes in accounting policy and disclosures (continued) (i) New and amended standards adopted by the Company (continued) IFRS 9 - Financial Instruments (continued) (a) Classification and measurement of financial instruments   Classification New Original carrying New carrying   under IAS 39 classification amount under amount under Financial assets   under IFRS 9 IAS 39 Equity investments – quoted     Shs ‘000 IFRS 9 FVTOCI     Shs ‘000 Policy loans Loans and FVTPL 195,119 receivables   Other receivables Loans and Amortised cost 195,119 Reinsurance receivable share of receivables liabilities Loans and Amortised cost 2,240 2,233 receivables Amortised cost 44,450 44,450 Amortised cost 124,546 123,618 Amortised cost Other receivables arising from Loans and Amortised cost 75,358 66,497 direct insurance arrangements receivables Amortised cost 2,618,122 2,615,504 Government securities Held to maturity Amortised cost Corporate bonds Held to maturity FVTPL 185,116 184,472 Deposits with financial institutions Held to maturity FVTPL 423,327 420,570 Cash and bank balances Held to maturity FVTOCI Government securities FVTOCI   21,492 21,470 Investments in Unit Trusts FVTOCI 658,058 658,058 Unquoted equity investments FVTOCI Total financial assets   15,729 15,729 8,970 8,970 4,372,527 4,356,690 35","ANNUAL REPORT AND FINANCIAL STATEMENTS 2018 ACCOUNTING POLICIES (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2018 1 Summary of significant accounting policies (continued) (b) Changes in accounting policy and disclosures (continued) (i) New and amended standards adopted by the Company (continued) IFRS 9 - Financial Instruments (continued) (b) Reconciliation of statement of financial position balances from the IAS 39 to IFRS 9: The Company performed a detailed analysis of its business models for managing financial assets and analysis of their cash flow characteristics. The following table reconciles the carrying amount of financial assets, from their previous measurement categories in accordance with IAS 39 as at 31 December 2017 to the new measurement categories under IFRS 9 on 1 January 2018: IAS 39 carrying Reclassifica- Remeasure- IFRS 9 carrying amount 31 tions ments amount 1 December 2017 Shs ’000 Shs ’000 January 2018 Shs ’000 Shs ’000 - Financial assets at amortised 2,240 - (7) 2,233 cost - Loans receivables 75,358 - (8,861) 66,497 Receivables arising out of direct 44,450 - - 44,450 insurance arrangements - Other receivables 124,546 - (928) 123,618 2,618,122 (2,618) 2,615,504 Reinsurers’ share of insurance - (2,757) liabilities and reserves 423,327 420,570 Government securities: 185,116 (644) 184,472 Deposits with financial institutions (22) Commercial paper and bonds 21,492 21,470 Cash and Bank (15,837) Total financial assets at 3,494,651 3,478,814 amortised cost Financial assets at FVTPL - 195,119 - 195,119 Quoted Equity - 658,058 658,058 Government securities - 15,729 Investments in Unit Trusts - 868,906 - 15,729 Total financial assets at FVTPL - 868,906 Financial assets through OCI 195,119 (195,119) -- Quoted Equity 658,058 (658,058) -- Government securities -- Investments in Unit Trusts 15,729 (15,729) - 8,970 Unquoted equity investments 8,970 - Total financial assets at FVOCI 877,876 (868,906) - 8,970 Total financial assets 4,372,527 - (15,837) 4,356,690 36","ANNUAL REPORT AND FINANCIAL STATEMENTS 2018 ACCOUNTING POLICIES (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2018 1 Summary of significant accounting policies (continued) (b) Changes in accounting policy and disclosures (continued) (ii) New and amended standards adopted by the Company (continued) IFRS 9 - Financial Instruments (continued) Designation of equity investments at fair value through other comprehensive income (FVOCI): The Company has elected to irrevocably designate unquoted equity investments at FVOCI as permitted under IFRS 9. The changes in fair value of these investments cannot be reclassified to profit or loss when they are disposed of. Reconciliation of impairment allowance balance from IAS 39 to IFRS 9 The following table reconciles the prior period’s closing impairment allowance measured in accordance with IAS 39 incurred loss model to the new impairment allowance measured in accordance with the IFRS 9 expected loss model at 1 January 2018: Financial asset Impairment Reclassifications Remeasurements Expected under IAS 39 Credit Loss under IFRS 9 Loans receivables Shs’000 Shs’000 Shs’000 Receivables arising out of direct - - (7) Shs’000 insurance arrangements (7) Other receivables - - (8,861) Reinsurers’ share of insurance - - - (8,861) liabilities and reserves - Government securities at - - (928) amortised cost (928) Deposits with financial institutions - - (2,618) Commercial paper and bonds - - (2,757) (2,618) Cash and Bank - - (2,757) - - (644) Total (22) (644) - - (22) (15,837) (15,837) 37","ANNUAL REPORT AND FINANCIAL STATEMENTS 2018 ACCOUNTING POLICIES (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2018 1. Summary of significant accounting policies (continued) (b) Changes in accounting policy and disclosures (continued) New standards and interpretations not yet adopted • Amendment to IFRS 1 (Annual Improvements to IFRSs 2014–2016 Cycle, issued in December 2016) - The amendment, applicable to annual periods beginning on or after 1 January 2018, deletes certain short-term exemptions and removes certain reliefs for first-time adopters. • Amendments to IAS 40 titled Transfers of Investment Property (issued in December 2016) – The amendments, applicable to annual periods beginning on or after 1 January 2018, clarify that transfers to or from investment property should be made when, and only when, there is evidence that a change in use of property has occurred. • IFRS 17 Insurance Contracts (issued in May 2017) The new standard, effective for annual periods beginning on or after 1st January 2021, establishes principles for the recognition, measurement, presentation and disclosure of insurance contracts issued. It also requires similar principles to be applied to reinsurance contracts held and investment contracts with discretionary participation features issued. The objective is to ensure that entities provide relevant information in a way that faithfully represents those contracts. The Company does not issue insurance contracts The Directors do not plan to apply any of the above until they become effective. Based on their assessment of the potential impact of application of the above, with the exception of IFRS 16 and IFRS 17, they do not expect that there will be a significant impact on the Company’s financial statements. There are no other standards that are not yet effective that would be expected to have a material impact on the entity in the current or future reporting periods and on near future transactions There are no other IFRSs or IFRIC interpretations that are not yet effective that would be expected to have a material impact on the Company. (c) Revenue recognition (i) Revenue For long term insurance business, premiums are recognised as revenue when they become payable by the policyholder. For single premium business, revenue is recognised on the date on which the policy is effective. Premiums are shown before deduction of commission. Long term business relates to the underwriting of risks relating to death of an insured person, and includes contracts subject to the payment of premiums for a term dependent on the termination or continuance of the life of an insured person (ii) Other income Commissions receivable are recognised as income in the period in which they are earned. Interest income is recognised on a time proportion basis that takes into account the effective yield on the asset. Dividends receivable are recognised as income in the period in which the right to receive payment is established. Rental income from operating leases is recognised on a straight line basis over the term of the lease. (d) Claims incurred Claims and policyholders’ benefits payable comprise claims paid in the year and changes in the provision for insurance contract liabilities. Claims are recorded as an expense when they are incurred. Claims arising on maturing policies are recognised when the claims become due for payment. Death claims are accounted for on notification while surrenders are accounted for on payment. 38","ANNUAL REPORT AND FINANCIAL STATEMENTS 2018 ACCOUNTING POLICIES (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2018 1. Summary of significant accounting policies (continued) (e) Deposit administration contracts The Company administers the funds of a number of retirement benefit schemes. The Company’s liabilities in relation to these schemes have been treated as payables in the statement of financial position. The liabilities with respect to the deposit administration contracts are determined by the Consulting Actuary on an annual basis. (f) Insurance contract liabilities The Company issues contracts that transfer insurance risk or financial risk or both. Insurance contracts are those contracts that transfer significant insurance risk. Such contracts may also transfer financial risk. As a general guideline, the Company defines as significant insurance risk the possibility of having to pay benefits on the occurrence of an insured event that are at least 10% more than the benefits payable if the insured event did occur. Insurance contract liabilities represent the estimated ultimate cost of settling all claims arising from incidents occurring prior to the end of the reporting period, but not settled at that date. Insurance contract liabilities are computed on the basis of the best information available at the time the records for the year are closed, and include provisions for claims intimated but not paid. Insurance contract liabilities are not discounted. (g) Reinsurance The Company assumes and cedes reinsurance in the normal course of business, with retention limits varying by line of business. Ceded reinsurance arrangements do not relieve the Company from its obligations to policyholders. Premiums on reinsurance assumed are recognised as income in the same manner as they would be if the reinsurance were considered direct business. Premiums ceded and claims reimbursed are presented on a gross basis in profit and loss and statement of financial position as appropriate. Reinsurance assets represent balances due from reinsurance companies. Amounts recoverable from reinsurers are estimated in a manner consistent with the outstanding claims provision or settled claims associated with the reinsurer’s policies and are in accordance with the related reinsurance contract. Impairment occurs when there is objective evidence as a result of an event that occurred after initial recognition of the reinsurance asset that the Company may not receive all outstanding amounts due under the terms of the contract and the event has a reliably measurable impact on the amounts that the Company will receive from the reinsurer. The impairment loss is recognised in the profit or loss. The Company also assumes reinsurance risk in the normal course of business for life insurance and non-life insurance contracts where applicable. Reinsurance assets or liabilities are derecognized when the contractual rights are extinguished or expire or when the contract is transferred to another party. Premiums and claims on assumed reinsurance are recognised as revenue or expenses in the same manner as they would be if the reinsurance were considered direct business, taking into account the product classification of the reinsured business. Reinsurance liabilities represent balances due to reinsurance companies. Amounts payable are estimated in a manner consistent with the related reinsurance contract. (h) Equipment All equipment are initially recorded at cost less depreciation and any accumulated impairment losses. The useful lives used in determining depreciation charge are: Computer equipment 3 years Motor vehicles 4 years Furniture fittings and equipment 8 years The residual values of items of equipment and their estimated useful lives are reviewed at the reporting date and adjusted if appropriate. Where the carrying amount of an asset is greater than its estimated recoverable amount, it is written down immediately to its recoverable amount. Gains and losses on disposal of property and equipment are determined by reference to their carrying amounts. 39","ANNUAL REPORT AND FINANCIAL STATEMENTS 2018 ACCOUNTING POLICIES (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2018 1. Summary of significant accounting policies (continued) (i) Intangible assets – Computer software Intangible assets comprise of computer software costs which are stated at cost less accumulated amortisation and any impairment losses. Amortisation is calculated to write off the cost of computer software on a straight line basis over its estimated useful life of five years. (j) Investment properties Investment properties comprises land and buildings held to earn rentals and/or for capital appreciation. They are carried at fair value, determined at the reporting date by valuation experts with experience and knowledge of the locations where the properties are located. Fair value is based on active market prices as adjusted, if necessary, for any difference in the nature, condition or location of the specific asset. Investment properties are not subject to depreciation. Changes in their carrying amount between end of reporting periods are dealt with, through profit or loss for the year. Upon disposal of an investment property, the difference between the net disposal proceeds and the carrying amount is charged or credited to profit or loss for the year. (k) Financial instruments From 1 January 2018, the Company classifies its financial assets in the following measurement categories: • Those to be measured subsequently at fair value through either OCI or through profit or loss, and • Those to be measured at amortised cost. The classification depends on the Company’s business model for managing the financial assets and the collateral terms of the cash flows For assets measured at fair value, gains and losses will be recorded in profit or loss. For investments in unquoted equity instruments that are not held for trading, the Company has made an irrevocable election at the time of initial recognition to account for them at fair value through other comprehensive income (FVOCI). The Company reclassifies debt investments when and only when its business model for managing those assets changes. (i) Recognition and derecognition Regular purchases and sales of financial assets are recognised on the trade-date, the date on which the Company commits to purchase or sell the asset. Financial assets are derecognised when the rights to receive cash flows from the investments have expired or have been transferred and the Company has transferred substantially all risks and rewards of ownership. (ii) Measurement At initial recognition, the Company measures a financial asset at its fair value plus, in the case of a financial asset not at fair value through profit or loss (FVTPL), transaction costs that are directly attributable to the acquisition of the financial asset. Transaction costs of financial assets carried at fair value through profit or loss are expensed in profit or loss. Debt instruments Subsequent measurement of debt instruments depends on the Company’s business model for managing the asset and the cash flow characteristics of the asset. There are two measurement categories into which the Company classifies its debt instruments: • Amortised cost: Assets that are held for collection of contractual cash flows where those cash flows represent solely payments of principal and interest are measured at amortised cost. Interest income from these financial assets is included in finance income using the effective interest rate method. Any gain or loss arising on derecognition is recognised directly in profit or loss and presented in other gains/ (losses) together with foreign exchange gains and losses. Impairment losses are presented as separate line item in the statement of profit or loss. 40","ANNUAL REPORT AND FINANCIAL STATEMENTS 2018 ACCOUNTING POLICIES (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2018 1. Summary of Significant accounting policies (continued) (k) Financial instruments (continued) (ii) Measurement (continued) Debt instruments (continued) FVTPL: Assets that do not meet the criteria for amortised cost are measured at FVTPL. A gain or loss on a debt investment that is subsequently measured at FVTPL is recognised in profit or loss. Equity instruments The Company subsequently measures quoted equity investments at fair value. Changes in the fair value of financial assets at FVTPL are recognised in other gains/ (losses) in the statement of profit or loss as applicable. The Company’s subsequently measures all equity investments at fair value through profit or loss, except where the Company’s management has elected, at initial recognition, to irrevocably designate an equity investment at fair value through other comprehensive income. The Companys policy is to designate equity investments as FVOCI when those investments are held for purposes other than to generate investment returns. When this election is used, fair value gains and losses are recognised in OCI and are subsequently reclassified to profit or loss, including on disposal. Impairment losses (and reversals of impairment losses) are not reported separately from other changes in fair values. Dividends, when representing a return on such investments, continue to be recognised in profit or loss as other income when the Company’s right to receive payment is established. Gains and losses on equity investments at FVPL are included in the “Net trading income” line in the statement of profit or loss (iii) Determination of fair value For financial instruments traded in active markets, the determination of fair values of financial assets and financial liabilities is based on the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. This includes listed equity securities and quoted debt instruments on major exchanges (NSE). The quoted market price used for financial assets held by the Company is the current bid price. A financial instrument is regarded as quoted in an active market if quoted prices are readily and regularly available from an exchange, dealer, broker, industry, pricing service or regulatory agency, and those prices represent actual and regularly occurring market transactions on an arm’s length basis. If the above criteria are not met, the market is regarded as being inactive. For example, a market is inactive when there is a wide bid-offer spread or significant increase in the bid-offer spread or there are few recent transactions. For all other financial instruments, fair value is determined using valuation techniques. In these techniques, fair values are estimated from observable data in respect of similar financial instruments, using models to estimate the present value of expected future cash flows or other valuation techniques, using inputs existing at the dates of the statement of financial position. Fair values are categorised into three levels in a fair value hierarchy based on the degree to which the inputs to the measurement are observable and the significance of the inputs to the fair value measurement in its entirety: • Level 1 fair value measurements are those derived from quoted prices (unadjusted) in active markets for identical assets or liabilities. • Level 2 fair value measurements are those derived from inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices). • Level 3 fair value measurements are those derived from valuation techniques that include inputs for the asset or liability that are not based on observable market data (unobservable inputs). Transfers between levels of the fair value hierarchy are recognised by the Company at the end of the reporting period during which the change occurred. 41","ANNUAL REPORT AND FINANCIAL STATEMENTS 2018 ACCOUNTING POLICIES (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2018 1. Summary of Significant accounting policies (continued) (k) Financial instruments (continued) (iv) Impairment From 1 January 2018, the Company assesses on a forward looking basis the expected credit losses associated with its debt instruments carried at amortised cost. The impairment methodology applied depends on whether there has been a significant increase in credit risk. Prior to 1 January 2018, the Company would assess at each reporting date whether there is objective evidence that a financial asset or group of financial assets is impaired. A financial asset or group of financial assets is impaired and impairment losses are incurred only if there is objective evidence of impairment as a result of one or more events that have occurred after the initial recognition of the asset (a ‘loss event’) and that loss event (or events) has an impact on the estimated future cash flows of the financial asset or group of financial assets that can be reliably estimated. Objective evidence that a financial asset or group of assets is impaired includes observable data that comes to the attention of the Company about the following events: • significant financial difficulty of the issuer or debtor • a breach of contract, such as a default or delinquency in payments • it becoming probable that the issuer or debtor will enter bankruptcy or other financial reorganisation • the disappearance of an active market for that financial asset because of financial difficulties; or • observable data indicating that there is a measurable decrease in the estimated future cash flow from a group of financial assets since the initial recognition of those assets, although the decrease cannot yet be identified with the individual financial assets in the Company, including: • An adverse change in the payment status of issuers or debtors in the Company; or • National or local economic conditions that correlate with defaults on the assets in the Company. IFRS 9 replaced the previous ‘incurred loss’ model in IAS 39 with a forward-looking ‘expected credit loss’ (“ECL”) model. The new impairment model applies to the following financial instruments that are not measured at FVTPL or FVTOCI: • Government securities measured at amortised cost • Receivables arising from reinsurance arrangements • Other receivables. • Loans receivable • Corporate bonds and commercial paper; • Deposits with financial institutions; and • Cash and bank balances. No impairment loss is recognised on equity investments and financial assets measured at FVTPL. The Company recognises loss allowance at an amount equal to either 12-month ECLs or lifetime ECLs. Lifetime ECLs are the ECLs that result from all possible default events over the expected life of a financial instrument, whereas 12-month ECLs are the portion of ECLs that result from default events that are possible within the 12 months after the reporting date. The Company will recognise loss allowances at an amount equal to lifetime ECLs, except in the following cases, for which the amount recognised will be 12-month ECLs: • Debt instruments that are determined to have low credit risk at the reporting date. The Company will consider a debt instrument to have low credit risk when its credit risk rating is equivalent to the globally understood definition of ‘investment-grade’ and investments in Government securities; and • Other financial instruments (other than trade receivables) for which credit risk has not increased significantly since initial recognition. Loss allowances for receivables arising from reinsurance arrangements and other receivables will always be measured at an amount equal to lifetime ECLs. The impairment requirements of IFRS 9 require management judgement, estimates and assumptions, particularly in the following areas, which are discussed in detail below: • assessing whether the credit risk of an instrument has increased significantly since initial recognition; and Incorporating forward-looking information into the measurement of ECLs. 42","ANNUAL REPORT AND FINANCIAL STATEMENTS 2018 ACCOUNTING POLICIES (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2018 1. Summary of Significant accounting policies (continued) (k) Financial instruments (continued) (iv) Impairment (continued) Measurement of expected credit losses ECLs are a probability-weighted estimate of credit losses and will be measured as follows: • Financial assets that are not credit-impaired at the reporting date: the present value of all cash shortfalls – i.e. the difference between the cash flows due to the entity in accordance with the contract and the cash flows that the Company expects to receive; • Financial assets that are credit-impaired at the reporting date: the difference between the gross carrying amount and the present value of estimated future cash flows; An asset is credit-impaired if one or more events have occurred that have a detrimental impact on the estimated future cash flows of the asset. The following are examples of such events: i. Significant financial difficulty of the issuer or the borrower; ii. A breach of contract - e.g. a default or past-due event; iii. A lender having granted a concession to the borrower - for economic or contractual reasons relating to the borrower’s financial difficulty - that the lender would not otherwise consider; iv. It becoming probable that the borrower will enter bankruptcy or other financial reorganisation; v. The disappearance of an active market for that financial asset because of financial difficulties; or vi. The purchase of a financial asset at a deep discount that reflects the incurred credit losses. Expected credit losses Expected credit losses are computed as a product of the Probability of Default (PD), Loss Given Default (LGD) and the Exposure at Default (EAD). ECL = PD x LGD x EAD In applying the IFRS 9 impairment requirements, the Company follows the general approach method. Definition of the general approach Under the general approach, at each reporting date, the Group determines whether the financial asset is in one of three stages in order to determine both the amount of ECL to recognise as well as how interest income should be recognised. • Stage 1 - where credit risk has not increased significantly since initial recognition. For financial assets in stage 1, the Group will recognise 12 month ECL and recognise interest income on a gross basis – this means that interest will be calculated on the gross carrying amount of the financial asset before adjusting for ECL. • Stage 2 - where credit risk has increased significantly since initial recognition. When a financial asset transfers to stage 2, the Group will recognise lifetime ECL but interest income will continue to be recognised on a gross basis. • Stage 3 - where the financial asset is credit impaired. This is effectively the point at which there has been an incurred loss event. For financial assets in stage 3, the Group will continue to recognise lifetime ECL but they will now recognise interest income on a net basis. As such, interest income will be calculated based on the gross carrying amount of the financial asset less ECL. The changes in the loss allowance balance are recognised in profit or loss as an impairment gain or loss. 43","ANNUAL REPORT AND FINANCIAL STATEMENTS 2018 ACCOUNTING POLICIES (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2018 1. Summary of Significant accounting policies (continued) (k) Financial instruments (continued) (iv) Impairment (continued) Definition of default The Company will consider a financial asset to be in default when: • The counterparty or borrower is unlikely to pay their credit obligations to the Company in full, without recourse by the Company to actions such as realising security (if any is held); or • The counterparty or borrower is more than 90 days past due on any material credit obligation to the Company and 2 years for receivables arising form reinsurance arrangements. This will be consistent with the rebuttable criteria set out by IFRS 9 and existing practice of the Company; or • In assessing whether the counterparty or borrower is in default, the Company considers indicators that are: • Qualitative: e.g. Breach of covenant and other indicators of financial distress; • Quantitative: eg. Overdue status and non-payment of another obligation of the same issuer to the Company; and • Based on data developed internally and obtained from external sources. Inputs into the assessment of whether a financial instrument is in default and their significance may vary over time to reflect changes in circumstances to reflect changes in circumstances. Significant increase in credit risk (SIICR) When determining whether the credit risk (i.e. risk of default) on a financial instrument has increased significantly since initial recognition, the Company considers reasonable and supportable information that is relevant and available without undue cost or effort. This includes both quantitative and qualitative information and analysis based on the Group’s historical experience, expert credit assessment and forward-looking information. The Company primarily identifies whether a significant increase in credit risk has occurred for an exposure by comparing: • The remaining lifetime probability of default (PD) as at the reporting date; with • The remaining lifetime PD for this point in time that was estimated on initial recognition of the exposure. The assessment of significant deterioration is key in establishing the point of switching between the requirement to measure an allowance based on 12-month expected credit losses and one that is based on lifetime expected credit losses. The Company monitors the effectiveness of the criteria used to identify significant increases in credit risk by regular reviews to confirm that: • the criteria are capable of identifying significant increases in credit risk before an exposure is in default; • the criteria do not align with the point in time when an asset becomes 30 days past due; • the average time between the identification of a significant increase in credit risk and default appears reasonable; • exposures are not generally transferred from 12-month ECL measurement to credit-impaired; and • there is no unwarranted volatility in loss allowance from transfers between 12-month and lifetime ECL measurements. 44","ANNUAL REPORT AND FINANCIAL STATEMENTS 2018 ACCOUNTING POLICIES (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2018 1. Summary of Significant accounting policies (continued) (k) Financial instruments (continued) Incorporation of forward-looking information The Company incorporates forward-looking information into both its assessment of whether the credit risk of an instrument has increased significantly since initial recognition and its measurement of ECL. It formulates a ‘base case’ view of the future direction of relevant economic variables and a representative range of other possible forecast scenarios based on advice from the Group risk committee and economic experts and consideration of a variety of external actual and forecast information. This process involves developing two or more additional economic scenarios and considering the relative probabilities of each outcome. External information includes economic data and forecasts published by governmental bodies and monetary authorities in the countries where the company operates, supranational organisations such as the Organisation for Economic Cooperation and Development and the International Monetary Fund, and selected private-sector and academic forecasters. The base case represents a best estimate and is aligned with information used by the Company for other purposes, such as strategic planning and budgeting. The other scenarios represent more optimistic and more pessimistic outcomes. The Company also periodically carries out stress-testing of more extreme shocks to calibrate its determination of these other representative scenarios. Measurement of ECL The key inputs into the measurement of ECL are the term structures of the following variables: • Probability of Default • Loss given default (LGD); and • Exposure at default (EAD). To determine lifetime and 12-month PDs, the Company uses the PD tables supplied by S&P based on the default history of obligors with the same credit rating. The Company adopts the same approach for unrated investments by mapping its internal risk grades to the equivalent external credit ratings. The PDs are recalibrated based on current bond yields and CDS prices, and adjusted to reflect forward-looking information. Changes in the rating for a counterparty or exposure lead to a change in the estimate of the associated PD. LGD is the magnitude of the likely loss if there is a default. The Company estimates LGD parameters based on the history of recovery rates of claims against defaulted counterparties. The LGD models consider the structure, collateral, seniority of the claim, counterparty industry and recovery costs of any collateral that is integral to the financial asset. For loans secured by mortgage property, loan-to-¬value ratios are a key parameter in determining LGD. LGD estimates are recalibrated for different economic scenarios. They are calculated on a discounted cash flow basis using the effective interest rate as the discounting factor. EAD represents the expected exposure in the event of a default. The Company derives the EAD from the current exposure to the counterparty and potential changes to the current amount allowed under the contract, including amortisation, and prepayments. The EAD of a financial asset is its gross carrying amount. As described above, and subject to using a maximum of a 12-month PD for financial assets for which credit risk has not significantly increased, the Group measures ECL considering the risk of default over the maximum contractual period (including any borrower’s extension options) over which it is exposed to credit risk, even if, for risk management purposes, the Group considers a longer period. Where modelling of a parameter is carried out on a collective basis, the financial instruments are grouped on the basis of shared risk characteristics, which include: • instrument type; • credit risk grading; • collateral type; • date of initial recognition; • remaining term to maturity; industry; and • geographic location of the borrower. The groupings are subject to regular review to ensure that exposures within a particular group remain appropriately homogeneous. When ECL are measured using parameters based on collective modelling, a significant input into the measurement of ECL is the external benchmark information that the Company uses to derive the default rates of its portfolios. 45","ANNUAL REPORT AND FINANCIAL STATEMENTS 2018 ACCOUNTING POLICIES (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2018 1. Summary of Significant accounting policies (continued) (k) Financial instruments (continued) Accounting policies applied until 31 December 2017 The Company has applied IFRS 9 retrospectively, but has elected not to restate comparative information. As a result, the comparative information provided continues to be accounted for in accordance with the Company’s previous accounting policy. (i) Classification Until 31 December 2017, the Company classified its financial assets in the following categories: • Loans and receivables, • Held-to-maturity investments, and • Fair value through other comprehensive income The classification depended on the purpose for which the investments were acquired. Management determined the classification of its investments at initial recognition and, in the case of assets classified as held-to-maturity, re-evaluated this designation at the end of each reporting period. (ii) Reclassification The Company could choose to reclassify a non-derivative trading financial asset out of the held for trading category if the financial asset was no longer held for the purpose of selling it in the near term. Financial assets other than loans and receivables were permitted to be reclassified out of the held for trading category only in rare circumstances arising from a single event that was unusual and highly unlikely to recur in the near term. In addition, the Company could choose to reclassify financial assets that would meet the definition of loans and receivables out of the held for trading category if the Company had the intention and ability to hold these financial assets for the foreseeable future or until maturity at the date of reclassification. Reclassifications were made at fair value as of the reclassification date. Fair value became the new cost or amortised cost as applicable, and no reversals of fair value gains or losses recorded before reclassification date were subsequently made. Effective interest rates for financial assets reclassified to loans and receivables and held-to-maturity categories were determined at the reclassification date. Further increases in estimates of cash flows adjusted effective interest rates prospectively. (iii) Subsequent measurement The measurement at initial recognition did not change on adoption of IFRS 9, see description above. Subsequent to the initial recognition, loans and receivables and held-to-maturity investments were carried at amortised cost using the effective interest method. Financial assets at FVTPL were subsequently carried at fair value. Gains or losses arising from changes in the fair value were recognised in profit or loss within other gains/(losses) (iv) Impairment The Company assessed at the end of each reporting period whether there was objective evidence that a financial asset or group of financial assets was impaired. A financial asset or a group of financial assets was impaired and impairment losses were incurred only if there was objective evidence of impairment as a result of one or more events that occurred after the initial recognition of the asset (a ‘loss event’) and that loss event (or events) had an impact on the estimated future cash flows of the financial asset or group of financial assets that could be reliably estimated. 46","ANNUAL REPORT AND FINANCIAL STATEMENTS 2018 ACCOUNTING POLICIES (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2018 1. Summary of Significant accounting policies (continued) (l) Translation of foreign currencies (i) Functional and presentation currency Items included in the financial statements of each of the Company’s entities are measured using the currency of the primary economic environment in which the entity operates (the ‘functional currency’).The financial statements are presented in Kenya shillings rounded to the nearest thousand (“Shs”), which is the Company’s presentation currency. (ii) Transactions and balances Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions or valuation where items are re-measured. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss, except when deferred in other comprehensive income as qualifying cash flow hedges and qualifying net investment hedges. Foreign exchange gains and losses that relate to borrowings and cash and cash equivalents are presented in the statement of profit or loss within finance income or costs’. All other foreign exchange gains and losses are presented in the statement of profit or loss within other (losses)/gains. (m) Accounting for leases Leases of assets where a significant proportion of the risks and rewards of ownership are retained by the Company as a lessee are classified as finance leases. All other leases are classified as operating leases. Payments made under operating leases are charged to profit or loss for the year on the straight-line basis over the term of the lease. (n) Employee entitlements Employee entitlements to long service awards are recognised when they accrue to employees. A provision is made for the estimated liability for such entitlements as a result of services rendered by employees up to the reporting date. The estimated monetary liability for employees’ accrued annual leave entitlement at the reporting date is recognised as an expense accrual. (o) Income tax expense Income tax expense is the aggregate amount charged/(credited) in respect of current income tax and deferred income tax in determining the profit or loss for the year. Tax is recognised in the profit or loss except when it relates to items recognised in other comprehensive income, in which case it is also recognised in other comprehensive income, or to items recognised directly in equity, in which case it is also recognised directly in equity. Current income tax Current income tax is the amount of income tax payable on the taxable profit for the year, and any adjustment to tax payable in respect of prior years, determined in accordance with the Kenyan Income Tax Act. Deferred income tax asset Deferred income tax is provided in full on all temporary differences except those arising on the initial recognition of an asset or liability, other than a business combination, that at the time of the transaction affects neither the accounting nor taxable profit nor loss. Deferred income tax is determined using the liability method on all temporary differences arising between the tax bases of assets and liabilities and their carrying values for financial reporting purposes, using tax rates and laws enacted or substantively enacted at the balance sheet date and expected to apply when the related deferred income tax asset is realized or the deferred tax liability is settled. Deferred income tax assets are recognised only to the extent that it is probable that future taxable profits will be available against which temporary differences can be utilized. 47","ANNUAL REPORT AND FINANCIAL STATEMENTS 2018 ACCOUNTING POLICIES (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2018 1. Summary of Significant accounting policies (continued) (p) Retirement benefit obligations The Company operates a defined contribution scheme for its employees. The assets of the scheme are held in a separate trustee administered fund, which is funded from contributions from both the Company and employees. Contributions are determined by the rules of the scheme. The Company also contributes to the statutory defined contribution pension scheme, the National Social Security Fund (NSSF). Contributions to this scheme are determined by local statute. The Company’s obligations to these schemes are charged to profit or loss in the year they fall due. (q) Dividend distribution Dividend distributions to the Company’s shareholders are recognised as a liability in the financial statements in the year in which the dividends are approved by the shareholders. (r) Share capital Ordinary shares are recognised at par value and classified as ‘share capital’ in equity. Any amounts received over and above the par value of the shares issued are classified as ‘share premium’ in equity. Incremental costs directly attributable to the issue of new ordinary shares or options are shown in equity as a deduction, net of tax, from the proceeds. Shares are classified as equity when there is no obligation to transfer cash or other assets. (s) Bonus stabilisation reserve The bonus stabilisation reserve represents amount of surplus set aside to allow for smoothening of return of interest declaration for the deposit administration schemes based on the recommendation of the independent actuarial consultant. (t) Critical accounting judgements and key sources of estimation uncertainty In the process of applying the Company’s accounting policies, management has made estimates and assumptions that affect the reported amounts of assets and liabilities within the next financial year. Estimates and judgments are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. (i) Critical judgments in applying the Company’s accounting policies The key areas of judgment in applying the Company’s accounting policies are dealt with as follows: Future benefit payments from long-term insurance contracts The estimation of future benefit payments from long-term insurance contracts is one of the Company’s most critical accounting estimates. There are several sources of uncertainty that need to be considered in the estimate of the liability that the Company will ultimately pay for such claims. The determination of the liabilities under long-term insurance contracts is dependent on estimates made by the Company. Estimates are made as to the expected number of deaths for each of the years in which the Company is exposed to risk. The Company bases these estimates on standard mortality tables that reflect historical mortality experience. The estimated number of deaths determines the value of the benefit payments and the value of the valuation premiums. The main source of uncertainty is that epidemics such as AIDS could result in future mortality being significantly worse than in the past for the age Company’s in which the Company has significant exposure to mortality risk. 48","ANNUAL REPORT AND FINANCIAL STATEMENTS 2018 ACCOUNTING POLICIES (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2018 1. Summary of Significant accounting policies (continued) (i) Critical judgments in applying the Company’s accounting policies (continued) Future benefit payments from long-term insurance contracts (continued) However, continuing improvements in medical care and social conditions could result in improvements in longevity in excess of those allowed for in the estimates used to determine the liability for contracts where the Company is exposed to longevity risk. For contracts without fixed terms and with discretionary participation in profits, it is assumed that the Company will be able to increase mortality risk charges in future years in line with emerging mortality experience. Estimates are also made as to future investment income arising from the assets backing long-term insurance contracts. These estimates are based on current market returns as well as expectations about future economic and financial developments. The average estimated rate of investment return is 11.83%p.a. (2017: 11.50% p.a) Valuation of investment property Estimates are made in determining valuations of investment properties. The management uses experts in determination of the values to adopt. In performing the valuation the valuer uses discounted cash flow projections which incorporate assumptions around the continued demand for rental space, sustainability of growth in rent rates as well as makes reference to recent sales. The independent valuers also use the highest and best use principle in determining the value of Investment property. The change in these assumptions could result in a significant change in the canying value of investment property. Management monitors the investment property market and economic conditions that may lead to significant change in fair value and conducts a formal and independent property valuation every year and adjusts the recorded fair values accordingly for any significant change. Calculation of loss allowances The measurement of the expected credit loss allowance for financial assets measured at amortised cost and FVOCI is an area that requires the use of complex models and significant assumptions about future economic conditions and credit behaviour (e.g. the likelihood of customers defaulting and the resulting losses). Key sources of estimation uncertainty Impairment losses At the reporting date, the Company reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss. Where it is not possible to estimate the recoverable amount of an individual asset, the Company estimates the recoverable amount of the cash generating unit to which the asset belongs. A number of significant judgements are also required in applying the accounting requirements for measuring ECL, such as: • Determining the criteria for significant increase in credit risk; • Choosing appropriate models and assumptions for the measurement of ECL; • Establishing the number and relative weightings for a forward-looking scenarios for each type of product / market and associated ECL; and • Establishing groups of similar assets for the purposes of measuring ECL. If the PD rates on the financial assets had been 5% higher or lower as at 31 December 2018, the loss allowance would have been Shs 0.4 million higher/lower. Equipment Critical estimates are made by the Company’s directors, in determining depreciation rates and useful lives for equipment 49","ANNUAL REPORT AND FINANCIAL STATEMENTS 2018 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2018 1 INCORPORATION AND REGISTERED OFFICE APA Life Assurance Limited is a limited liability company incorporated in Kenya under the Kenyan Companies Act and domiciled in Kenya. The parent company, which is the ultimate holding company is Apollo Investments Limited which is incorporated in Kenya. The address of its registered office is 07 Apollo Centre, Ring Road Parklands, Westlands, Nairobi. 2 RISK MANAGEMENT OBJECTIVES AND POLICIES The Company’s activities expose it to a variety of risks, including insurance risk, financial risk, credit risk, and the effects of changes in property values, debt and equity market prices, foreign currency exchange rates and interest rates. The Company’s overall risk management programme focuses on the identification and management of risks and seeks to minimize potential adverse effects on its financial performance, by use of underwriting guidelines and capacity limits, reinsurance planning, credit policy governing the acceptance of clients, and defined criteria for the approval of intermediaries and reinsurers. Investment policies are in place which help manage liquidity, and seek to maximize return within an acceptable level of interest rate risk. The Company manages key risks as follows: 2.1 1nsurance risk management The risk under any one insurance contract is the possibility that the insured event occurs and the uncertainty of the amount of the resulting claim. By the very nature of an insurance contract, this risk is random and therefore unpredictable. For a portfolio of insurance contracts where the theory of probability is applied to pricing and provisioning, the principal risk that the Company faces under its insurance contracts is that the actual claims and benefit payments exceed the carrying amount of the insurance liabilities. This could occur because the frequency or severity of claims and benefits are greater than estimated. Insurance events are random and the actual number and amount of claims and benefits will vary from year to year from the level established using statistical techniques. Experience shows that the larger the portfolio of similar insurance contracts, the smaller the relative variability of the expected outcome will be. In addition, a more diversified portfolio is less likely to be affected across the board by a change in any subset of the portfolio. The Company has developed its insurance underwriting and investment strategy to diversify the type of risks accepted and within each of these categories to achieve a sufficiently large population of risks to reduce the variability of the expected outcome. Factors that aggravate insurance risk include lack of risk diversification in terms of type and amount of risk, geographical, local and type of industry covered. The Company’s overall risk management programme focuses on the unpredictability of financial markets and seeks to minimize potential adverse effects on the Company’s financial performance. It manages these positions within an asset- liability management (ALM) framework that has been developed to achieve investment returns in excess of obligations under insurance contracts. The Company produces regular reports at portfolio, legal entity and asset and liability class level that are circulated to the Company’s key management personnel. The principal technique of the Company’s ALM framework is to match assets to the liabilities arising from insurance contracts by reference to the type of benefits payable to contract holders. Separate portfolios of assets are maintained for with-profit business, non-linked non-profit business, and unit-linked business. For the purposes of the ALM framework, the Company does not manage the fund for future appropriations as a liability. The Company’s ALM is also integrated with the management of the financial risks associated with the Company’s other financial assets and liabilities not directly associated with insurance and investment liabilities. The Company does not use hedge accounting. The Company has not changed the processes used to manage its risks from previous periods. The notes below explain how insurance risks are managed using the categories utilized in the Company’s ALM framework. Under certain contracts, the Company has offered guaranteed annuity options. In determining the value of these options, estimates have been made as to the percentage of contract holders that will exercise them. There is not enough historical information available on which to base these estimates. 50","ANNUAL REPORT AND FINANCIAL STATEMENTS 2018 NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2018 2 RISK MANAGEMENT OBJECTIVES AND POLICIES (continued) 2.1 1nsurance risk management (continued) The table below shows the contractual timing of undiscounted cash flows arising from assets and liabilities included in the company’s ALM framework for management of long term insurance contracts as at 31 December 2018. Total No stated 0-1 year 1-5 years >5 years Shs’000 maturity Shs’000 Shs’000 Shs’000 Shs’000 Financial assets 3,864,992 - 337,226 1,230,579 2,297,187 Debt securities: 770,804 770,804 - - - -Government bonds and treasury bills fixed rate 215,280 - - at amortized cost - 74,979 140,301 - at fair value 222,700 Listed securities-fixed rate 7,557 222,700 - - - Equity securities: 7,557 - - - - Listed 12,101 - 7,261 4,840 - - Unlisted 115,194 Investment in unit trusts 103,882 3,067 8,245 - Life policy loans, other loans and receivables 109,823 from reinsurance contracts 60,923 - 109,823 - - Receivables arising from direct insurance arrangements 1,096,992 - 60,923 - - Other receivables - 1,096,992 - - Cash and cash equivalents Total 6,476,366 1,104,943 1,690,271 1,383,965 2,297,187 Liabilities: Insurance contracts 1,039,706 - 1,039,706 - - Payables arising from reinsurance arrangements 86,482 - 86,482 - - Payables under deposit insurance contracts 3,497,314 3,497,314 - - - Other liabilities 124,618 - 124,618 - - Total 4,748,120 3,497,314 1,250,806 - 587,468 Difference in contractual cash flows 1,728,246 (2,392,371) 439,465 1,383,695 2,297,187 51","ANNUAL REPORT AND FINANCIAL STATEMENTS 2018 NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2018 2 RISK MANAGEMENT OBJECTIVES AND POLICIES (continued) 2.1 1nsurance risk management (continued) The table below shows the contractual timing of discounted cash flows arising from assets and liabilities included in the company’s Asset Liability Management framework for management of long term insurance contracts movement as at 31 December 2017. Total No stated 0-1 Year 1-5 years >5 years Shs’000 maturity Shs’000 Shs’000 Shs’000 Shs’000 Financial assets 3,827,775 - 720,845 559,920 2,547,010 Debt securities: 658,058 658,058 - - - -Government bonds and treasury bills fixed rate 236,375 - - at amortised cost - 95,741 140,634 - at fair value 195,119 Listed securities-fixed rate 8,970 195,119 - -- Equity securities: 8,970 - Listed 15,729 - - 15,729 - - Unlisted 126,786 2,240 - - Investment in unit trusts 124,546 Life policy loans and receivables from 84,579 reinsurance contracts 44,450 - 84,579 -- Receivables arising from direct insurance 444,819 - 44,450 -- arrangements - 444,819 -- Other receivables 5,642,660 Cash and cash equivalents 986,693 1,392,674 716,283 2,547,010 Total 984,800 35,000 984,800 -- 22,297 - 22,297 -- Liabilities: - -- Insurance contracts 3,115,339 3,115,339 -- Payables arising from reinsurance arrangements 103,952 - 103,952 Payables under deposit insurance contracts -- Other liabilities 4,126,388 3,150,339 1,111,049 716,283 2,547,010 Total 1,416,272 (2,163,646) 281,625 Difference in contractual cash flows 52","ANNUAL REPORT AND FINANCIAL STATEMENTS 2018 NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2018 2 RISK MANAGEMENT OBJECTIVES AND POLICIES (continued) 2.1 1nsurance risk management (continued) Long-term insurance contracts (a) Frequency and severity of claims For contracts where death is the insured risk, the most significant factors that could increase the overall frequency of claims are epidemics (such as AIDS, TB and a human form of avian flu) or widespread changes in lifestyle, such as eating, smoking and exercise habits, resulting in earlier or more claims than expected. For contracts where survival is the insured risk, the most significant factor is continued improvement in medical science and social conditions that would increase longevity. At present, these risks do not vary significantly in relation to the location of the risk insured by the Company. However, undue concentration by amounts could have an impact on the severity of benefit payments on a portfolio basis. The table below presents the concentration of insured benefits across five bands of insured benefits per individual life assured. The benefit insured figures are shown gross and net of the reinsurance contracts described above. At year-end, none of these insurance contracts had triggered a recovery under the reinsurance held by the Company. These tables do not include annuity contracts, for which a separate analysis is reported further below. All amounts in KSh’000 Total Benefits Insured Benefits assured per life assured at the end of 2018 Before % After Reinsurance 11% Reinsurance 0-500 5% 500-1,000 Shs ‘000 23% Shs ‘000 1,000-3,000 44,060 14% 44,060 3,000-5,000 20,374 24% 20,374 5,000-10,000 93,389 23% 55,000 Above 10,000 55,851 100% 14,000 Total 94,646 13,000 91,672 6,000 All amounts in KSh’000 399,992 152,434 Benefits assured per life assured at the end of 2017 Total Benefits Insured 0-500 500-1,000 Before % After 1,000-3,000 Reinsurance 13% Reinsurance 3,000-5,000 6% 5,000-10,000 Shs ‘000 26% Shs ‘000 Above 10,000 44,359 36% 44,359 Total 20,498 9% 20,498 91,873 10% 49,000 124,454 100% 32,000 32,162 5,000 35,800 3,000 349,146 153,857 53","ANNUAL REPORT AND FINANCIAL STATEMENTS 2018 NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2018 2 RISK MANAGEMENT OBJECTIVES AND POLICIES (continued) 2.1 1nsurance risk management (continued) Long-term insurance contracts (continued) (a) Frequency and severity of claims (continued) The following tables for annuity insurance contracts illustrates the concentration of risk based on five bands that group these contracts in relation to the amount payable per annum as if the annuity were in payment at the year end. The Company does not hold any reinsurance contracts against the liabilities carried for these contracts. Annuity payable in Shs per annum per life insured at the end of 2018 All amounts in KSh’000 Shs ‘000 % 0-50 526 1% 51-100 4,120 8% 101-200 9,509 19% 201-500 18,167 37% 501-1,000 13,635 27% Over 1,000 3,916 8%   Total     49,873 100% All amounts in KSh’000 Annuity payable in Shs per annum per life insured at the end of 2017 0-50 526 1% 51-100 4,198 8% 101-200 9,738 19% 201-500 17,825 34% 501-1,000 15,924 30% Over 1,000 3,916 8%   Total     52,128 100% 54","ANNUAL REPORT AND FINANCIAL STATEMENTS 2018 NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2018 2 RISK MANAGEMENT OBJECTIVES AND POLICIES (continued) 2.2 Financial risk management The Company is exposed to a range of financial risks through its financial assets, financial liabilities (investment contracts and borrowings), reinsurance assets and policyholder liabilities. In particular, the key financial risk is that the proceeds from financial assets are not sufficient to fund the obligations arising from insurance policies and investment contracts as they fall due. The most important components of this financial risk are market risk (including interest rate risk, equity price risk and currency risk), credit risk and liquidity risk. These risks arise from open positions in interest rate, currency and equity products, all of which are exposed to general and specific market movements. The risks that the Company primarily faces due to the nature of its investments and liabilities are interest rate risk and equity price risk. (a) Market risks (i) Interest rate risk Interest rate risk arises primarily from investments in fixed interest securities. In addition to the extent that claims costs are related to interest rates, liabilities to policyholders are exposed to interest rate risk. Insurance and non- profit investment contracts have benefit payments that are fixed and guaranteed at the inception of the contract. The financial component of these benefits is usually a guaranteed fixed interest rate (for the insurance contracts, this rate may apply to maturity and/or death benefits) and hence the company’s primary financial risk on these contracts is the risk that interest income and capital redemptions from the financial assets backing the liabilities are insufficient to fund the guaranteed benefits payable. The Company monitors interest rate risk by calculating the mean duration of the investment portfolio and of the liabilities to policyholders under insurance and investment contracts. The mean duration is an indicator of the sensitivity of the assets and liabilities to changes in current interest rates. The mean duration of the liabilities is determined by means of projecting expected cash flows from the contracts using best estimates of mortality and voluntary terminations. This is calculated in a consistent manner with the prior year. Any gap between the mean duration of the assets and the estimated mean duration of the liabilities is minimised by means of buying and selling fixed interest securities of different durations. The sensitivity analysis for interest rate risk illustrates how changes in the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates at the reporting date. For the guaranteed element of liabilities under with-profits contracts, changes in interest rate will not cause a change to the amount of the liability because their carrying amounts are not affected by the level of market interest rates. However, the with profits element of the liabilities is directly affected by changes in the level of interest rates to the extent that they affect the carrying amount of the assets held in the with-profits funds. The Company’s management monitors the sensitivity of reported interest rate movements on a monthly basis by assessing the expected changes in the different portfolios. Interest bearing securities represent 92% (2017: 95%) of total investments. If interest rates in market indices had increased / decreased by a further 5%, with all other variables held constant, and all the company’s investments moving according to the historical correlation with the index, income would increase / decrease by Shs 227.3 million (2017: Shs 194 million). (ii) Equity price risk The Company is exposed to equity securities price risk as a result of its holdings in equity investments, classified as financial assets available for sale. Exposures to individual companies and to equity shares in aggregate are monitored in order to ensure compliance with the relevant regulatory limits for solvency purposes. Investments held are listed and traded on the Nairobi Stock Exchange. 55","ANNUAL REPORT AND FINANCIAL STATEMENTS 2018 NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2018 2 RISK MANAGEMENT OBJECTIVES AND POLICIES (continued) 2.2 Financial risk management (continued) (ii) Equity price risk (continued) The Company has a defined investment policy which sets limits on the Company’s exposure to equities both in aggregate terms and by geography, industry and counterparty. This policy of diversification is used to manage the company’s price risk arising from its investments in equity securities. Investment management meetings are held daily. At these meetings, senior investment managers meet to discuss investment return and concentration across the company. The sensitivity analysis for equity risk illustrates how changes in the fair value of equity securities will fluctuate because of changes to market prices, whether those changes are caused by factors specific to the individual equity issuer, or factors affecting all similar equity securities traded in the market. Listed equities securities represent 97% (2017: 96%) of total equity investments. If equity market indices had increased / decreased by a further 5%, with all other variables held constant, and all the company’s equity investments moving according to the historical correlation with the index, equity would increase / decrease by Shs 11.1 million (2017: Shs 9.7 million). (iii) Currency risk Foreign currency exchange risk arises when future commercial transactions or recognised assets and liabilities are denominated in a currency that is not the entity’s functional currency. The Company primarily transacts in the Kenya shilling and its assets and liabilities are denominated in the same currency. The company is therefore not exposed to currency risk. (b) Credit risk Credit risk is the risk that a counterparty will be unable to pay amounts in full when due. Key areas where the company is exposed to credit risk are: • reinsurers’ share of insurance liabilities and reserves; • amounts due from reinsurers in respect of claims already paid; • amounts due from insurance contract holders; • amounts due from insurance intermediaries; • amounts due from corporate bond issuers and • amount held with financial institutions - under cash and cash equivalents The Company manages the levels of credit risk it accepts by placing limits on its exposure to a single counterparty, or companies of counterparties and to geographical and industry segments. Such risks are subject to regular review. Limits on the level of credit risk by category and territory are approved quarterly by the board of directors. Reinsurance is used to manage insurance risk. This does not, however, discharge the Company of its liability as the primary insurer. If a reinsurer fails to pay a claim, the company remains liable for the payment to the policyholder. The creditworthiness of reinsurers is considered on an annual basis by reviewing their financial strength prior to finalization of any contract. In addition, management assesses the creditworthiness of all reinsurers and intermediaries by reviewing credit grades provided by rating agencies and other publicly available financial information. The recent payment history of reinsurers is also used to update the reinsurance purchasing strategy. 56","ANNUAL REPORT AND FINANCIAL STATEMENTS 2018 NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2018 2 RISK MANAGEMENT OBJECTIVES AND POLICIES (continued) 2.2 Financial risk management (continued) (b) Credit risk (continued) Management information reported to the directors include details of provisions for impairment on receivables and subsequent write offs. Internal audit makes regular reviews to assess the degree of compliance with the company’s procedures on credit. Exposures to individual policyholders and groups of policyholders are within the ongoing monitoring of the controls associated with regulatory solvency. Where there exists significant exposure to individual policyholders or homogenous groups of policyholders, a financial analysis is carried out by the management. The Company’s assets bearing credit risk are summarized below: Investment in unit link Gross carrying Provision of Net of impair- 2017 Government securities amounts Impairments ment provision Shs ‘000 Reinsurers share of insurance 2018 liabilities Shs ‘000 2018 2018 15,729 Receivables arising from direct 11,257 Shs ‘000 Shs ‘000 3,276,180 insurance arrangements 3,316,404 Life policy & other loans - 11,257 124,546 Other receivables 104,662 (2,546) 3,313,858 Corporate bonds and 75,358 commercial paper 120,046 (780) 103,882 Deposits with financial 2,240 institutions 11,322 (10,223) 109,823 44,450 Cash and bank 60,923 Total assets bearing credit risk (10) 11,312 185,116 185,499 - 60,923 423,327 1,040,373 (644) 184,855 21,492 65,216 (8,532) 1,031,841 4,168,438 4,915,702 (65) 65,151 (22,800) 4,892,902 The concentration of credit risk is substantially unchanged compared to prior year. No credit limits were exceeded during the period. The amounts that are past due and not impaired are as shown below: Receivables arising from direct insurance arrangements 109,823 75,358 Life policy & other loans 11,012 2,240 Other receivables 60,923 44,450 Total assets past due but not impaired 181,758 122,048 The assets reported above include Shs 11.3 million (2017: Shs 15.7 million) related to the assets backing unit linked contracts. The holders of these contracts bear the credit risk arising from these assets. The assets above also include assets held in the with-profits funds where the company is able to transfer part of the credit risk arising from these assets to holders of with-profits investment and insurance contracts to the extent that the future level of discretionary bonuses can be reduced to absorb any associated credit losses (as well as losses arising from all other financial risks). During the year, there was no financial assets that were impaired. (c) Liquidity risk Liquidity risk is the risk that cash may not be available at a reasonable cost to pay obligations as they fall due. The primary liquidity risk of the Company is the obligation to pay claims to policyholders as they fall due. The projected settlement of these liabilities is modelled, on a regular basis, using actuarial techniques. The board sets limits on the minimum proportion of maturing funds available to meet such calls and on the minimum level of borrowing facilities that should be in place to cover anticipated liabilities and unexpected levels of demand. 57","ANNUAL REPORT AND FINANCIAL STATEMENTS 2018 NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2018 2 RISK MANAGEMENT OBJECTIVES AND POLICIES (continued) 2.2 Financial risk management (continued) (c) Liquidity risk (continued) The table below provides the contractual maturity analysis of the Company’s financial liabilities at 31 December 2018: No stated Less than More than Total maturity 1 year 1 year Sh’000 Sh’000 Sh’000 Sh’000 Insurance contract liabilities 20,000 310,968 708,738 1,039,706  Payables under deposit insurance contracts 3,497,314 - - 3,497,314 Payables arising out of reinsurance arrangements - - Other payables 86,482 - - 86,482 124,614 124,614 The table below provides a contractual maturity analysis of the company’s financial liabilities as at 31 December 2017: No stated Less than More than Total maturity 1 year 1 year Sh’000 Sh’000 Sh’000 Sh’000 Insurance contract liabilities 35,000 187,111 762,689 984,800 Payables under deposit insurance contracts 3,115,339 - - 3,115,339 Payables arising out of reinsurance arrangements - - Other payables 22,297 - - 22,297 103,952 103,952 (d) Unit-linked contracts For unit-linked contracts, the Company matches all the liabilities with assets in the portfolio in which the unit prices are based. There is therefore no interest, price, currency or credit risk for the Company on these contracts 2.3 Fair value hierarchy The table below analyses financial instruments carried at fair value, by valuation method. The different levels have been defined as follows: • Quoted prices (unadjusted) in active markets for identical assets or liabilities (Level 1). • Inputs other than quoted prices included within level 1 that are observable for the asset or liability, either directly (that is, as prices) or indirectly (that is, derived from prices) (Level 2). • Inputs for the asset or liability that are not based on observable market data (that is, unobservable inputs) (Level 3). 58","ANNUAL REPORT AND FINANCIAL STATEMENTS 2018 NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2018 2 RISK MANAGEMENT OBJECTIVES AND POLICIES (continued) 2.3 Fair value hierarchy (continued) The following table presents the company’s financial assets measured at fair value at 31 December 2017 and 31 December 2018 31 December 2018 Level 1 Level 2 Level 3 Total Fair value through profit and loss Shs’000 Shs’000 Shs’000 Shs’000 - Government securities - Quoted equities 770,804 - - 770,804 - Unquoted equities 222,700 - - 222,700 Total 7,557 - - 7,557 - 7,557 993,504 1,001,061 31 December 2017 658,058 - - 658,058 Available for sale 195,119 - - 195,119 - Government securities 8,970 - 8,970 - Quoted equities - 8,970 - 862,147 - Unquoted equities 853,177 Total There were no transfers between levels 1 and 2 during the year. The fair value of financial instruments traded in active markets is based on quoted market prices at the balance sheet date. A market is regarded as active if quoted prices are readily and regularly available from an exchange, dealer, broker, industry group, pricing service, or regulatory agency, and those prices represent actual and regularly occurring market transactions on an arm’s length basis. The quoted market price used for financial assets held by the company is the current bid price. These instruments are included in level 1. Instruments included in level 1 comprise primarily Nairobi Securities Exchange (“NSE”) equity investments and government bonds classified as available for sale. The fair value of financial instruments that are not traded in an active market (for example, over-the-counter derivatives) is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is included in level 2. If one or more of the significant inputs is not based on observable market data, the instrument is included in level 3. Specific valuation techniques used to value financial instruments include • Quoted market prices or dealer quotes for similar instruments • The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves. • The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the resulting value discounted back to present value. Other techniques, such as discounted cash flow analysis, are used to determine fair value for the remaining financial instruments. There was no movement in level 3 during the year. 59","ANNUAL REPORT AND FINANCIAL STATEMENTS 2018 NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2018 2 RISK MANAGEMENT OBJECTIVES AND POLICIES (continued) The following table presents the company’s financial assets and liabilities classified under various categories, measured and carried at fair value at 31 December 2017 and 31 December 2018. The values are as represented in the statement of financial position. As at 31st December 2018 Held to Loans and Available- Total Assets maturity receiv- for-sale carrying Quoted equities Shs’000 ables Shs’000 amount Fair values Unquoted investments Shs’000 Shs’000 Shs’000 Investments in Government securities Reinsurance share of liabilities - - 222,700 222,700 222,700 Receivable arising from direct insurance - - 7,557 7,557 7,557 arrangements 2,543,054 - Commercial Paper & Corporate Bonds - 103,882 770,804 3,313,858 3,313,858 Investment in Unit Trust - 103,882 103,882 Life policy loans Other loans receivables - 109,823 - 109,823 109,823 Other receivables 184,855 - - 184,855 184,855 Cash and short term deposits - 11,257 Total - - 11,257 11,257 - 3,067 - 3,067 3,067 - 8,245 - 8,245 - - 60,923 - - 1,096,992 60,923 60,923 1,012,318 1,096,992 1,096,992 2,727,909 1,382,932 5,123,159 5,114,914 Liabilities 1,039,706 - - 1,039,706 1,039,706 Insurance contract liabilities 3,497,314 - - 3,497,314 3,497314 Payable under deposit administration contracts 86,482 - 86,482 86,482 Payable arising from reinsurance arrangement - 124,618 - 124,618 124,618 Other Payables and accruals - Total 4,537,020 211,100 - 4,748,120 4,748,120 As at 31st December 2017 - - 195,119 195,119 195,119 Assets - - 8,970 8,970 8,970 Quoted equities for various companies 2,618,122 - Unquoted investments - 124,546 658,058 3,276,180 3,276,180 Investments in Government securities - 124,546 124,546 Reinsurance share of liabilities - 75,358 Receivable arising from direct insurance 185,116 - - 75,358 75,358 arrangements - - 185,116 185,116 Commercial Paper & Corporate Bonds - 15,729 Investment in Unit Trusts - 2,240 - 15,729 15,729 Life policy loans - 44,450 - 2,240 2,240 Other receivables - 444,819 - Cash and short term deposits 2,803,238 691,413 44,450 44,450 Total 877,876 444,819 444,819 4,372,527 4,372,527 Liabilities 984,800 - - 984,800 984,800 Insurance contract liabilities 3,115,339 - - 3,115,339 3,115,339 Payable under deposit administration contracts 22,297 - 22,297 22,297 Payable arising from reinsurance arrangement - 103,952 - 103,952 103,952 Other Payables and accruals - 126,249 - 4,226,388 4,226,388 Total 4,100,139 60","ANNUAL REPORT AND FINANCIAL STATEMENTS 2018 NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2018 2 RISK MANAGEMENT OBJECTIVES AND POLICIES (continued) 2.4 Capital risk management The Company maintains an efficient capital structure from a combination of equity shareholders’ funds and borrowings, consistent with the company’s risk profile and the regulatory and market requirements of its business. The Company is subject to a number of regulatory capital tests and also employ a number of realistic tests to allocate capital and manage risk. In reporting the Company’s financial strength, capital and solvency is measured using the regulations prescribed by the Insurance Regulatory Authority (IRA). These regulatory capital tests are based upon required levels of solvency capital and a series of prudent assumptions in respect of the type of business written by the company. The Company’s objectives in managing its capital are: • to match the profile of its assets and liabilities, taking account of the risks inherent in the business; • to maintain financial strength to support business growth; • to satisfy the requirements of its policyholders, regulators and rating agencies; • to retain financial flexibility by maintaining strong liquidity and access to a range of capital markets; • to allocate capital efficiently to support growth; and • to manage exposures to movement in exchange rate An important aspect of the Company’s overall capital management process is the setting of target risk-adjusted rates of return for individual business units, which are aligned to performance objectives and ensure that the Company is focused on the creation of value for shareholders. The Company has a number of sources of capital available to it and seeks to optimise its debt to equity structure in order to ensure that it can consistently maximise returns to shareholders. The Company considers not only the traditional sources of capital funding but the alternative sources of capital including reinsurance, as appropriate, when assessing its deployment and usage of capital. The Company manages as capital all items that are eligible to be treated as capital for regulatory purposes. The Company is regulated by the Insurance Regulatory Authority in Kenya and as such, is subject to insurance solvency regulations which specify the minimum amount and type of capital that must be held in addition to the insurance liabilities. The Kenya Insurance regulatory authority has also introduced Risk Based Capital model which will result in risk based approach to supervision. In line with risk based methodology, IRA has developed a Risk Based Capital (RBC) model, which is aimed at introducing capital requirements that are commensurate to the levels of risk being undertaken, and provide appropriate incentives for good risk management. The RBC model is a factor based model that computes the capital requirement based on four risk segments: insurance, market, credit and operational risk. The new capital requirement (Risk Based Capital) were introduced in the Finance Act, 2015. Insurance companies are required to hold paid up capital by the 30th June 2020; the higher of:- i. Shs 400 million; or ii. risk based capital determined by the Insurance Regulatory Authority (IRA) from time to time; or iii. 5% of the liabilities of the life business for the financial year. 61","ANNUAL REPORT AND FINANCIAL STATEMENTS 2018 NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2018 2 RISK MANAGEMENT OBJECTIVES AND POLICIES (continued) 2.4 Capital risk management (continued) The Capital Adequacy ratio of the Company as at 31 December 2018 and 2017 is illustrated below. Available Capital 2018 2017 Required Capital Shs’000 Shs’000 526,410 422,802 400,000 400,000 Capital Adequacy Ratio 132% 106% Minimum Required Capital Adequacy Ratio 100% 100% The actuarial valuation results by Independent Actuary for the year ended 2018 used an investment margin of 20% as required by regulation guidelines issued by the authority. Management has assessed the impact if the margin was reduced to 10%, the profit/surplus would have increased by Shs 60million for the year and the Capital Adequacy Ratio would have gone up to stand at 147% as at 31 December 2018. (2017: 132%) 3 GROSS EARNED PREMIUM The Company is organised into two main divisions, ordinary life and group life business. The premium income of the Company is analysed between the main classes of business as shown below: Class of business 2018 2017 Shs ‘000 Shs ‘000 Ordinary life Group life     125,301 77,583 837,511 829,996 Total 962,812 907,579 62","ANNUAL REPORT AND FINANCIAL STATEMENTS 2018 NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2018 4 INVESTMENT INCOME Long-term Shareholders’ 2018 2017 business funds Total Total Interest from government securities Shs ‘000 Shs ‘000 Shs ‘000 Bank deposit interest Shs ‘000 Rental income from investment properties     Dividends received from equity investments 364,458 45,892 410,350 343,289 Fair value gain on investment properties 49,671 5,866 (Note 11) 12,265 - 55,537 24,159 Fair value losses on quoted equities 8,524 - 12,265 12,185 Fair value gains from government securities Gain on sale of quoted equities 10,000 - 8,524 9,896 Gain on sale of government securities (39,800) - Other income 806 10,000 7,000 Total 14,968 - (39,800) - 2,028 - - - - 15,774 5,567 2,028 197 52,564 - 13,113 427,681 5,567 4,153 480,245 413,992 5 CLAIMS AND POLICYHOLDERS BENEFITS PAYABLE 2018 2017 Shs ‘000 Shs ‘000 Life and death claims Surrenders and annuity payments 162,965 154,739 Maturities 58,739 60,860 Increase in actuarial value of insurance contract liabilities 15,164 18,556 Interest declared on deposit administration contracts (Note 25) 74,526 74,243 Total 314,662 260,322 626,056 568,720 63","ANNUAL REPORT AND FINANCIAL STATEMENTS 2018 NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2018 6 OPERATING AND OTHER EXPENSES Long term Shareholders’ 2018 2017 business funds Total Total Employee benefit expense (Note 7) Shs ‘000 Shs ‘000 Auditors’ remuneration Shs ‘000 Shs ‘000 Directors emoluments – fees   118,652 Depreciation (Note 9) 135,440 - 135,440 2,463 Amortization (Note 10) 2,475 - 3,773 Repairs and maintenance expenditure 6,034 - 2,475 5,556 Rent of office space - 4,526 6,034 5,184 Advertising and promotion - 5,184 4,526 Professional fees - 5,184 11,039 Business levies and taxes 14,505 - 14,505 16,134 Insurances costs 18,635 - 18,635 16,927 Travelling, motor vehicle and accommodation 17,479 - 17,479 License and subscriptions 13,276 - 13,276 5,760 Training and seminars - 7,198 4,306 Communication 7,198 - 12,496 12,186 Printing & stationery 12,496 - 2,490 3,264 Other Board expenses - 1,701 1,181 Provisions for impairment of receivables 2,490 - 5,544 3,349 Other expenses 1,701 - 2,827 3,338 5,544 - 2,161 2,423 Total 2,827 652 2,763 2,474 2,161 1,150 6,964 2,763 12,270 - 6,312 11,512 15,756 11,120 273,968 233,765 262,456 7 EMPLOYEE BENEFIT EXPENSE Long term Shareholders’ 2018 2017 business funds Total Total Salaries and wages Shs ‘000 Shs ‘000 Social security benefit costs Shs ‘000 Shs ‘000 Retirement benefit costs   101,115 Total 116,350 - 116,350 230 288 - - 288 17,307 18,802 18,802 - 118,652 135,440 135,440 The Company had 60 employees as at 31 December 2018 (2017: 56) 64","ANNUAL REPORT AND FINANCIAL STATEMENTS 2018 NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2018 8 CURRENT INCOME TAX Long-term Shareholders’ 2018 2017 business funds Total Total (a) Current income tax expense Shs ‘000 Shs ‘000 Current income tax Shs ‘000 Shs ‘000 Deferred income charge /(credit) (Note 27) - --- Income tax expense 8,398 Reconciliation of current income tax: 8,398 6,643 (Loss) /profit before tax 8,398 Income tax calculated at a tax rate of 30% - 8,398 6,643 (2017: 30%) Effect of income not subject to tax (63,251) 41,053 (22,198) (59,702) Effect of expenses not deductible for tax Net tax on transfer to long-term business (18,975) 12,316 (6,689) (17,911) Deferred income tax (Note 27) 18,975 Income tax expense - 16,476 35,451 36,235 - 3,550 3,550 3,222 (b) Taxation recoverable 8,398 (32,342) (32,342) (21,546) At 1 January 8,398 - 8,398 6,643 Tax paid during the year Current taxation charge (Note 8(a)) - 8,398 6,643 At 31 December Long-term Shareholders’ 2018 2017 business funds Total Total Shs ‘000 Shs ‘000 Shs ‘000 Shs ‘000 (13,690) (13,179) - (13,690) (1,104) (511) - (1,104) - - -- (14,794) (13,690) - (14,794) 65","ANNUAL REPORT AND Furniture, FINANCIAL STATEMENTS 2018 Motor fittings & NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) vehicle Comput- equip- Total Shs’000 ers ment Shs’000 FOR THE YEAR ENDED 31 DECEMBER 2018 9 MOTOR VEHICLE AND EQUIPMENT 6,561 Shs’000 Shs’000 44,266 1,175 4,371 At 1 January 2017 (630) 20,047 17,658 (630) Additions 7,106 2,860 336 Disposal - - 48,007 At 31 December 2017 At 1 January 2018 22,907 17,994 Additions Disposal 7,106 22,907 17,994 48,007 At 31 December 2018 3,900 934 3,424 8,258 Depreciation: - - - At 1 January 2017 - Charge for the year 23,841 21,418 56,265 Disposal 11,006 At 31 December 2017 5,770 16,085 8,050 29,905 At 1 January 2018 524 3,196 1,836 5,556 Charge for the year - (630) Disposal (630) - 19,281 34,831 At 31 December 2018 5,664 9,886 Net book value: 19,281 34,831 At 31 December 2018 5,664 2,205 9,886 4,526 At 31 December 2017 585 - 1,736 - - 10 INTANGIBLE ASSET 21,486 - 39,358 6,249 At 1 January 11,622 Amortization At 31 December 4,757 2,355 9,796 16,908 1,442 3,626 8,108 13,176 2018 2017 Shs '000 Shs ‘000 10,367 15,550 (5,184) (5,183) 5,183 10,367 66","ANNUAL REPORT AND FINANCIAL STATEMENTS 2018 NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2018 11 INVESTMENT PROPERTIES 2018 2017 Shs ‘000 Shs ‘000 At 1 January 273,000 313,000 Disposal (128,000) (47,000) Fair value gain 10,000 7,000 At 31 December 155,000 273,000 Investment properties were last revalued on 31 December 2018, by Axis Real Estate Limited, independent valuers, on the basis of open market value for existing use. The table below analyses the non-financial assets carried at fair value, by valuation method. The different levels have been defined as follows: • Quoted prices (unadjusted) in active markets for identical assets or liabilities (Level 1). • Inputs other than quoted prices included within level 1 that are observable for the asset or liability, either directly (that is, as prices) or indirectly (that is, derived from prices) (Level 2). • Inputs for the asset or liability that are not based on observable market data (that is, unobservable inputs) • (1evel 3). At 31 December 2018 Level 1 Level 2 Level 3 Total Investment property Shs’000 Shs’000 Shs’000 Shs’000 155,000 155,000 - - At 31 December 2017 - 273,000 - 273,000 Investment property Valuation technique used to derive level 2 fair values Level 2 fair value of land and building has been derived using the discounted cash flow approach. Sensitivity analysis The gross annual rent and yield are the significant unobservable inputs used in the valuation of investment properties. The effect of changes in gross annual rental and yield will have the following effect on the fair value of investment property; % change 2018 2017 Kes’000 Kes’000 Gross annual rent 10% 13,872 13,178 Gross annual rent -10% 11,350 10,782 Yield 0.5% Yield -0.5% 1,077 1,039 975 940 67","ANNUAL REPORT AND 2018 2017 FINANCIAL STATEMENTS 2018 Shs ‘000 Shs ‘000 NOTES TO THE 195,119 349,411 FINANCIAL STATEMENTS (CONTINUED) - 75,969 - FOR THE YEAR ENDED 31 DECEMBER 2018 - (254,189) 23,928 12 QUOTED EQUITY INVESTMENTS (195,119) - (a) Available for sale quoted equity securities - 195,119 At 1 January 2018 2017 Additions Shs ‘000 Shs ‘000 Disposals Fair value (gain)/losses - - Reclassified to fair value through profit or loss 195,119 - At 31 December 117,995 - (50,614) - (b) Fair value through profit or loss quoted equity securities (39,800) - At 1 January 222,700 - Reclassified from available for sale Additions 2018 2017 Disposals Shs ‘000 Shs ‘000 Fair value losses At 31 December 8,970 8,970 (1,413) - 13 UNQUOTED EQUITY INVESTMENTS 7,557 8,970 Fair value through other comprehensive income (OCI) At 1 January Fair value losses At 31 December 68","ANNUAL REPORT AND FINANCIAL STATEMENTS 2018 NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2018 14 INVESTMENT IN UNIT TRUSTS 2018 2017 Shs’000 Shs’000 At 1 January Net contributions 15,729 15,209 At 31 December (4,472) 520 15 REINSURERS’ SHARE OF INSURANCE LIABILITIES 11,257 15,729 2018 2017 Shs’000 Shs’000 At 31 December (Note 24) 104,662 124,546 -Less: Provision for impairment (780) - At 31 December (Note 24) 103,882 - Amounts due from reinsurers in respect of claims outstanding with the Company on contracts that are reinsured are included as reinsurers’ share of liabilities in the statement of financial position. 16 OTHER RECEIVABLES 2018 2017 Shs’000 Shs’000 Due from related parties (Note 31) 14,797 886 Prepayments and deposits 11,445 12,397 Staff advances 11,162 Agents advances and other loans 11,701 9,428 Rent receivables 9,290 Accrued dividend income 2,623 3,407 Proceeds receivables from disposal of shares 2,434 1,223 Others 5,134 7,339 1,627 At 31 December 480 60,923 44,450 69","ANNUAL REPORT AND 2018 2017 FINANCIAL STATEMENTS 2018 Shs’000 Shs’000 NOTES TO THE   643,612 FINANCIAL STATEMENTS (CONTINUED)   355,839 301,396 1,618,671 FOR THE YEAR ENDED 31 DECEMBER 2018 782,838 1,461,366 - 17 GOVERNMENT SECURITIES (2,546) 2,618,122 (a) Government Securities – at amortised cost 2,543,054 Treasury bills and bonds maturing: - In 1 year 2018 2017 - In 1- 5 years Shs’000 Shs’000 - After 5 years - Less: Provision for impairment  658,058 733,221   - 140,577 Total - (137,969) - (94,038) (b) Government Securities-available for sale - At 1 January 16,267 Purchases (658,058) - Maturity Disposal - 658,058 Fair value gains Reclassified to fair value through profit or loss 2018 2017   Shs’000 Shs’000 Total 658,058 - (c) Government Securities-at fair value through profit or loss 352,733 - At 1 January (255,760) - Purchases - Maturity 15,773 Fair value gains - Total 770,804 18 COMMERCIAL PAPER & CORPORATE BONDS 2018 2017 Commercial paper and bonds held to maturity: KSh 000 KSh 000 -Less: Provision for impairment Total 185,500 185,116 (645) - 70 184,855 185,116","ANNUAL REPORT AND FINANCIAL STATEMENTS 2018 NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2018 19 DEPOSITS WITH FINANCIAL INSTITUTIONS 2018 2017 KSh 000 KSh 000 Held to maturity: - Within 90 days 406,865 418,292 - Within 1 year 633,508 5,035 (8,532) - -Less: Provision for impairment 1,031,841 Total 423,327 20 SHARE CAPITAL Number Shs’000 of Shares 550,000 Balance at 31 December 2017, and 1 January 2018 150,000 New shares issued during the year 5,500,000 Balance at 31 December 2018 1,500,000 700,000 7,000,000 An additional share capital was injected during the year. The total authorized number of ordinary shares is 7,000,000 with a par value of Shs 100. All shares are fully issued and paid up. 21 RETAINED EARNINGS The retained earnings / (deficits) represent the transfer of accumulated surpluses / (deficits) from the long-term insurance business net of tax. Movement in the retained earnings is shown in the statement of changes in equity. 22 STATUTORY RESERVE The statutory reserve represents unappropriated actuarial surpluses from the long term business whose distribution is subject to restrictions imposed by the Insurance Act. The Act restricts the amounts of surpluses of the long-term business available for distribution to shareholders to 30% of the accumulated surplus of the long term insurance business. The movement in the statutory reserve is shown in the statement of changes in equity. 23 INSURANCE CONTRACT LIABILITIES 2018 2017 Shs’000 Shs’000 Long term insurance contracts at 31 December 179,027 198,647 - claims reported and claims handling expenses 860,679 786,153 - actuarial liabilities with respect to contracts in force 1,039,706 984,800 Total Insurance contract liabilities comprises gross claims reported, claims handling expenses and actuarial liabilities with respect to all contracts in force for ordinary (including unit linked policies) and group life business 71","ANNUAL REPORT AND FINANCIAL STATEMENTS 2018 NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2018 24 MOVEMENTS IN INSURANCE LIABILITIES AND REINSURANCE ASSETS At start of year Gross 2018 Net Gross 2017 Net Cash paid for claims Shs’000 Reinsur- Shs’000 Shs’000 Reinsur- Shs’000 settled in the year 984,801 860,255 862,532 789,039 ance ance Shs’000 Shs’000 (183,985) (124,546) (73,493) 605,054 (399,993) 241,758 (158,235) (349,147) 165,162 584,808 117,212 702,020 513,385 91,669 (Decrease) /increase 212,439 (77,220) 135,219 81,110 (59,060) 22,050 242,458 (144,653) 97,805 390,305 (157,156) 233,149 in liabilities arising 454,897 (221,873) 471,415 (216,216) 255,199 - from prior year claims 233,025 - from current year claims Total increase in liabilities Total 1,039,706 (104,661) 935,045 984,800 (124,547) 860,253 Notified claims 179,027 (104,662) 74,366 198,647 (124,547) 74,100 Actuarial value of 786,153 life contract liabilities 860,679 - 860,679 786,152 - 1,039,706 (104,662) 935,045       Total at the end of year (124,547) 860,253 984,800 25 AMOUNTS PAYABLE UNDER DEPOSIT ADMINISTRATION CONTRACTS Liabilities due under deposit administration contracts are recorded at amortized cost. Movements in amounts payable under deposit administration contracts during the year are as shown below. The liabilities are shown inclusive of interest accumulated to 31 December. Interest was declared and credited to the customer accounts at a weighted average rate of 10.25%, (2017:9.50%). At 1 January 2018 2017 Pension fund deposits received Shs’000 Shs’000 Pension fund withdrawals 3,115,339 2,601,453 Interest payable to policyholders 530,487 585,374   (463,174) (331,811) At 31 December 314,662 260,323 3,497,314 3,115,339 72","ANNUAL REPORT AND FINANCIAL STATEMENTS 2018 NOTES TO THE   2018 2017 FINANCIAL STATEMENTS (CONTINUED)   Shs’000 Shs’000 FOR THE YEAR ENDED 31 DECEMBER 2018 1,914 4,353 73,620 42,059 26 OTHER PAYABLES 1,730 1,948 Due to related companies (Note 31) 16,432 2,185 Accrued expenses 27,773 45,147 Rental deposits 8,260 Trade creditors 3,149 Premium deposits 103,952 Other liabilities 124,618   At 31 December 27 DEFERRED INCOME TAX Deferred income tax is calculated using the enacted tax rate of 30% (2017: 30%). The movement on the deferred income tax account is as follows 2018 2017 Shs’000 Shs’000 At 1 January 10,027 3,384 (Credit) /charge to profit or loss (Note 8(a)) 8,398 6,643 At 31 December 18,425 10,027 Deferred tax movement is made up as follows:   11,283 Movement in unappropriated surplus /(deficit) 33,427 33,427 At 1 January 61,421 22,144 At 31 December (27,994) Movement of the surplus during the year (8,398) 6,643 Deferred income tax charged/ (credit) at 30% (2017: 30%) At 31 December 73","ANNUAL REPORT AND NOTES 2018 2017 FINANCIAL STATEMENTS 2018 Shs’000 Shs’000 4 NOTES TO THE 4   (59,702) FINANCIAL STATEMENTS (CONTINUED) 4 (22,198) 4 FOR THE YEAR ENDED 31 DECEMBER 2018 4 (465,887) (367,448) 9 (2,028) (197) 28 (a) NOTES TO THE STATEMENT OF CASH FLOWS 10 - 11 39,800 (13,113) Reconciliation of profit before taxation to cash generated - from operations:   (15,774) -   4,526 Profit /(loss) before income tax 5,184 5,556 Adjustments for:   5,183 Interest income   (10,000) (7,000) Profit on sale of quoted equities - (464) Profit on sale of government securities Fair value loss on quoted equities 6,966 - Fair value gain on government securities Depreciation charge 457,545 585,099 Amortization charge 64,185 (104,497) Fair value gain on investment properties 20,666 Gain from sale of fixed assets 15,836 Provision for impairment on account of IFRS 9 (50,939) 49,818 Changes in: 32,046 109,071 - technical provisions - receivables arising from reinsurance arrangements 65,151 21,492 - other payables 406,865 423,327 - other receivables   472,016 444,819 Cash outflow from operations (b) CASH AND CASH EQUIVALENTS For the purposes of the cash flow statement, cash and cash equivalents comprise the following: Cash and bank balances Deposits with financial institutions (Note 19)   Total 74","ANNUAL REPORT AND FINANCIAL STATEMENTS 2018 NOTES TO THE FINANCIAL STATEMENTS (CONTINUED) FOR THE YEAR ENDED 31 DECEMBER 2018 29 CONTINGENT LIABILITIES In common with the insurance industry in general, the Company is subject to litigation arising in the normal course of insurance business. At the reporting date, there was no litigation that the company was aware of. The directors are of the opinion that any litigation that may arise from this source will not have a material effect on the financial position or profits of the Company. In 2015, the Company received a tax assessment for principal tax of Shs 33,745,125 relating to prior periods, which is in dispute and the company is contesting the assessment. No provision has been made in these financial statements for these amounts as the Company considers it has adequate grounds to dispute the assessment. 30 OPERATING LEASE COMMITMENTS The future minimum lease payments under operating leases are as follows: 2018 2017 Shs’000 Shs’000 Due not later than 1 year    11,920 11,352 Due after 1 year and not later than 5 years    71,779 68,361 Later than 5 years 18,683 17,793   Total 102,382 97,506 31 RELATED PARTIES In the normal course of business, insurance policies are sold to related parties at terms and conditions similar to those offered to major clients. The Company is a wholly owned subsidiary of Apollo Investments Limited, also incorporated in Kenya. Apollo Holdings Limited, Apollo Asset Management Company Limited, Gordon Court Limited and APA Insurance Limited are related to APA Life Assurance Limited through common shareholdings and directorships. Outstanding balances with related parties 2018 2017 Shs’ 000 Shs’ 000 (i) Due from related parties (Note 16) Due from a Director 13,911 - Due from Apollo Investments Limited 886 886   14,797 886 Total 75","ANNUAL REPORT AND 2018 2017 FINANCIAL STATEMENTS 2018 Shs 000 Shs 000 NOTES TO THE 92 105 FINANCIAL STATEMENTS (CONTINUED) 1,279 1,636 2,612 FOR THE YEAR ENDED 31 DECEMBER 2018 543 4,353 31 RELATED PARTIES (Continued) 1,914 (ii) Due to related parties (Note 26) 14,163 10,856 Due to Gordon Court Limited 11,908 11,229 Due to Apollo Asset Management Limited Due to APA Insurance Limited 86,773 82,621 Total 5,665 4,376 9,360 (iii) Related party transactions 11,598 Apollo Asset Management Company Limited Fees for asset management Gordon Court Company Limited Office rent APA Insurance Limited Contributions received for pension scheme Premium received for group life assurance Premium paid for general insurance business Other related party transactions - 47,000 Sale of investment property to a director 6,034 3,870 (iv) Key management and directors’ compensation 20,701 17,109 58,643 48,025 Directors’ fees 85,378 69,004 Other remuneration Key management compensation Total 32 WEIGHTED AVERAGE EFFECTIVE INTEREST RATES The following table summarises the company’s weighted average effective interest rates realized during the year on the principal interest-bearing investments: 2018 2017 %% Government securities 12.08 11.93 Deposits with financial institutions 9.56 9.63 Commercial paper & corporate bonds   12.97 12.95 76","ANNUAL REPORT AND FINANCIAL STATEMENTS 2018 SUPPLEMENTARY INFORMATION REVENUE ACCOUNT FOR THE YEAR ENDED 31 DECEMBER 2018 Ordinary Group Other 2018 2017 Life Life Shs’ 000 Total Total Shs’ 000 Shs’ 000 business business Shs’ 000 Shs’ 000 INCOME: 125,301 837,511 - 962,812 907,579 Gross earned premium (2,339) (493,474) - (495,813) (548,176) Reinsurance premiums ceded 122,962 344,037 - 466,999 359,403 Net earned premium Investment income 3,455 67,225 357,002 427,681 376,449 Commission earned 7 106,062 106,069 113,745 Total income 126,424 517,324 357,002 1,000,749 849,597 OUTGO: (1,105) (162,137) - (163,242) (154,739) Claims and policy holder benefit (402) (58,337) - (58,739) (60,860) Life and death claims - - (14,887) (18,556) Surrenders and annuity payments (14,887) 9,676 - (74,526) (74,243) Maturities (84,202) - (314,662) Increase in insurance contract liabilities (314,662) (260,322) Interest on deposit administration policyholders - Net claims and policyholder benefits (100,596) (210,798) (314,662) (626,056) (568,720) payable (105,394) (127,371) (29,692) (262,457) (223,025) Expenses (42,593) (122,270) (10,622) (175,485) (144,357) Operating and other expenses Commissions payable (147,987) (249,641) (40,314) (437,942) (367,382) Total expenses and commissions (Loss) / profit the year before income tax (122,159) 56,885 2,025 (63,249) (86,505) Income tax expense (2,347) (9,576) 3,525 (8,398) (6,643) (Loss)/ profit for the year after tax (124,506) 47,309 5,550 (71,647) (93,148) The above supplementary information was approved by the board of directors on 12 March 2019 and signed on its behalf by: RICHARD M. ASHLEY ASHOK SHAH Chairman Director 77","ANNUAL REPORT AND FINANCIAL STATEMENTS 2018 I AM THE HAPPIEST IN MY RETIREMENT YEARS. I never knew retirement would be this fun, 3 years after I still feel as fresh, young and vibrant. Having always wanted to make good of all the ideas I had over the years, like starting a hotel business in my village, I needed a regular income to be able to fund my dreams. I had enrolled for the APA Personal Pension plan and they came through for me in my retirement years giving me the steady income and being able to enjoy my life.Thank you APA for putting a smile on my face and insuring my happiness. APA Personal Pension 78","","30065 Regulated by the Insurance Regulatory Authority (IRA)"]; var positionForPages = [];