Transformation &
development
Seplat Energy Plc
Integrated Annual
Report and Accounts
2024
We are Nigeria’s leading independent energy company, dedicated to
supplying a young and growing population with affordable, reliable
energy that contributes positively to Nigeria’s future prosperity.
Contents
Overview
About this report
1
Chairman's Statement
2
Transforming Energy
4
Transforming our Business
6
Transforming our Assets
8
Transforming Lives
10
Strategic Report
Chief Executive Officer's Q&A
12
Our strategic framework
14
Understanding our market
18
Our place in the energy value chain
20
Value Creation Model
22
Stakeholder engagement
24
Senior leadership
26
Operating review
29
Financial review
37
Key performance indicators
44
ESG performance
49
Material issues
50
IFRS S1 and S2 information
66
Risk management
76
Principal risks and uncertainties
83
Governance
Governance overview
100
Board of Directors
102
Corporate governance report
107
Sustainability-related financial disclosures
113
Board Committee reports
116
Directors’ remuneration report
128
Statutory Audit Committee report
147
Report of the Directors
148
Financial Statements
Statement of Directors’ Responsibilities
153
Audit Committee report
154
Statement of Corporate Responsibility
155
ICFR statements
157
Independent Auditor’s Report
159
Independent Practitioner’s Report
164
Consolidated statement of profit or loss and other
comprehensive income
166
Consolidated statement of financial position
167
Consolidated statement of changes in equity
168
Consolidated statement of cash flows
170
Notes to the consolidated financial statements
171
Separate statement of profit or loss and other
comprehensive income
255
Separate statement of financial position
256
Separate statement of changes in equity
257
Separate statement of cash flows
259
Notes to the separate financial statements
260
Additional information
Impact on the Accounting Policy Disclosures of the
Adoption of ISSB Standards
293
Payments to Governments (unaudited)
294
Notice of 12th Annual General Meeting
297
Unclaimed dividend list
299
General information
309
Glossary of terms
310
Explore our suite of
reports to understand our
progress and
transformation at
www.seplatenergy.com
Social performance
report 2024
Performance highlights
Financial
Revenue
$1,116
million
Operating cash flow
$383
million
Adjusted EBITDA
$539
million
Net debt
$898
million
Dividend per share
$16.5
c/shr
Operational
2P reserves
886
million boe
Production
52,947
kboepd
Wells drilled onshore
13
Carbon emissions intensity onshore
32.3
kg/CO2 per boe
Million man-hours without an LTI
11.0
The theme of transformation
runs through our 2024 Integrated
Annual Report, as 2024 was a truly
transformational year for the
development of our business.
We completed the
transformational
acquisition of MPNU, which
more than doubled our
production and increased
our 2P reserves by 86%. The
acquired assets have a
world-class history as some
of Nigeria’s most important
oil fields and, as the new
operator of these assets,
we intend to invest to
increase production for the
benefit of all our
stakeholders.
Our core business delivered
another year of safe and
reliable operations,
achieving key targets for
production and operating
efficiency, which supported
another year of strong cash
flow generation and
shareholder returns.
At the end of 2024 we also
completed three of our main
End of Routine Flaring
projects; with the
programme set to complete
in 2025 for our onshore
business, five years ahead
of the Nigerian
government’s target of
2030. We expect a material
reduction in Scope 1
emissions intensity in the
year ahead on our legacy
assets.
In addition, we completed a
culture refresh in 2024, with
the internally developed,
updated and enhanced
SF-inPACT1 framework
comprehensively describing
what it means to be part of
Seplat Energy in Nigeria’s
dynamic energy landscape.
1.
Seplat Energy’s new culture framework is based on six core attributes: Seplat First,
Inclusivity and Respect, Performance-driven, Agility, Confidentiality and Trust
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
Annual Report and Accounts 2024
Evolving our approach
to reporting
Our approach to reporting and disclosure
Our 2024 Integrated Annual Report gives a comprehensive overview
of our strategy, performance, opportunities and challenges, as well as
detailing our sustainability information and describing how our
Company is governed. We constantly strive to improve our
disclosures that benefits a broad range of stakeholders.
This year’s report continues our commitment to reporting in
accordance with IFRS Sustainability Disclosure Standards. Building
upon our 2023 report, we will continue to enhance our disclosures in
line with evolving requirements to ensure that we remain at the
forefront of transparent and comprehensive corporate, financial and
sustainability reporting.
Scope of our sustainability reporting
Our sustainability performance indicators are aligned with our
objectives and reflect the potential impacts of our activities.
Specifically:
• Health, safety, climate, and ecological impact metrics cover Seplat
Energy subsidiaries, companies in joint arrangements, and
associated companies, as detailed in note 3.5.
• The waste management, end of routine flares roadmap, net zero
target and other targets cover Seplat Energy’s operated assets.
• Social investment, people, diversity and inclusion, as well as ethics
and anti-corruption data, relate to Seplat Energy and its
subsidiaries.
• We use the equity approach to calculate greenhouse gas
emissions, acid gases and water.
Performance disclosures are based on these parameters. For all other
data, the perimeter aligns with relevant legislation and comprises
companies consolidated line by line to prepare Seplat Energy’s
consolidated financial statements. During the year, we acquired
MPNU, which resulted in a change in the reporting entity compared to
31 December 2023. Now called SEPNU, this unit is consolidated in our
financial reports but we have not included it in our non-financial
reporting, as the acquisition was only concluded on 12 December
2024. We will include a full account of SEPNU in subsequent reports.
Reporting period
The report is published annually, covering our financial year from
January 1 to December 31. It includes material events after the year
end and before the date this report is approved by the Board.
UN SDGs
In 2024, we maintained our commitment to the United Nations
Sustainable Development Goals (UN SDGs) to support our strategic
objectives. Our efforts centre on six specific goals: SDG 3 (Good
Health and Well-being), SDG 4 (Quality Education), SDG 7 (Affordable
and Clean Energy), SDG 8 (Decent Work and Economic Growth), SDG
13 (Climate Action), and SDG 17 (Partnerships for the Goals).
Key frameworks
• International Financial Reporting Standards
• International Sustainability Reporting Standards (IFRS S1 and S2)
• Sustainability Accounting Standards Board – SASB Oil & Gas
Extraction & Production Standard
• The International Integrated Reporting Framework (IR)
• Companies and Allied Matters Act, 2020
• Financial Reporting Council of Nigeria (Amendment) Act, 2023
• UK Financial Conduct Authority (FCA), Listing Rules
• International Petroleum Industry Environmental Conservation
Association (IPIECA)
• Greenhouse Gas Protocol
• United Nations Global Compact
Accompanying reports
Social Performance Report
External verification and assurance
PwC has audited our consolidated and separate financial statements
and the accompanying notes.
Key to icons used in this report
Material issues
1
Business ethics and transparency
2
Health, safety and security
3
Critical incident risk management
4
Regulatory compliance
5
Human rights and community relations
6
Climate change
7
Ecological impact
8
Water and waste water management
9
Human capital management
10
Supply chain management
11
Diversity and inclusion
Read more: Page 51
Strategy
Other links
Social Development
Risks
Environmental Care
Capitals
Maximise Returns
Material Issues
Pillar 1: Upstream
Timeframe
Pillar 2: Midstream Gas
Short term
Pillar 3: New Energy
Medium term
ISSB standards
Long term
IFRS S1
IFRS S1
IFRS S2
IFRS S2
UN SDGs
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
About this report
Seplat Energy Plc
1
Annual Report and Accounts 2024
Chairman’s Statement
Distinguished Shareholders
I am delighted to present Seplat
Energy’s Integrated Annual Report and
Accounts for the 2024 financial year, as
well as our accompanying Social Impact
Report. Between them, these
publications present a comprehensive
account of our performance during
2024 and lay out in detail our
achievements as we pursued our
ambition to be Nigeria’s leading
independent energy company.
Mr Udoma Udo Udoma, CON
Independent Chairman
That ambition was significantly advanced when we completed our acquisition of the
entire share capital of Mobil Producing Nigeria Unlimited (MPNU) in December. Merging
the business, which we now call Seplat Energy Producing Nigeria Unlimited (SEPNU),
with Seplat Energy has created a Nigerian energy powerhouse with 118 kboepd pro-
forma production in 2024 and pro-forma combined reserves of 886 MMboe, an
increase of 85% on reserves reported by Seplat Energy at the beginning of the year. I
am especially pleased to report that the closing cash consideration of $800 million at
completion was funded entirely from cash, new and available debt facilities, with no
dilution of your shareholdings.
This remarkable achievement was possible because of our
unwavering commitment to the responsible stewardship of Nigeria’s
natural resources, our track record of operational excellence and
safety, excellent relationships with our government partner NNPCL,
and a long history of prudent financial management that has
consistently strengthened our finances.
It is this financial strength, underpinned by our strong operating
performance, that enables me to seek your approval for a final
dividend of US $3.6 cents per share as well as a special dividend of
US $3.3 cents per share, bringing our total dividend for the year to US
$16.5 cents per share. This is a 10% increase on the dividend we paid
last year.
Oil and gas pricing
The average price of Brent crude, against which our oil is priced, was
3% lower than in 2023, at $79.86/bbl. Our onshore operations
recorded average realised oil price of $81.48/bbl, a $1.62/bbl premium
to Brent, while our blended realised gas price was 9% higher than
2023 at an average of $3.16/Mscf. Following the consolidation of
SEPNU’s operations, from completion on 12 December 2024, our
average realised oil price was slightly lower at $80.04/bbl, principally
because of weaker commodity pricing in 4Q 2024, while the average
realised gas price was $3.06/Mscf for the enlarged Group.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Chairman's Statement
Seplat Energy Plc
2
Annual Report and Accounts 2024
US$16.5cents/share
Total dividend declared, FY 2024
48.3%
2024 adjusted
EBITDA margin
1,217MMboe
Certified reserves and
resources, FY 2024
$1,116million
Total revenue, FY 2024
11.0million
Man hours worked without a LTI in 2024
Business performance
Overall production from our existing assets, now known as Seplat
Onshore, was 48,618 boepd, up 2% from 2023 (47,758 boepd).
Onshore liquid volumes of almost 30,000 bopd were 6.8% higher
than 2023, mostly driven by increased production at Elcrest’s OML 40
following a successful drilling campaign. Onshore gas production was
down from 114.1 MMscfd in 2023 to 108.0 MMscfd, following
scheduled maintenance and an upgrade at our Oben Gas Processing
Plant which, I am pleased to report, has improved production coming
into 2025.
Adding in 19 days of SEPNU operations resulted in liquids production
of 33,465 bopd and 111.4 MMscfd of gas sales for the enlarged Group,
giving total output of 52,947 boepd in 2024.
A disappointment for the year was the fact that we were unable to
open the 300 MMscfd joint-venture-operated ANOH Gas Plant owing
to persistent delays to construction of third-party infrastructure.
However, we remain committed to launching this strategically
important facility as soon as possible and are optimistic that this will
happen in 2025. In addition, we will open our Sapele Integrated Gas
Plant in 2025, adding 90 MMscfd to our gas processing capacity. I am
pleased to tell you that Sapele will make a significant contribution to
ending gas flaring at Seplat Onshore, having been designed to
capture and commercialise low-pressure gas that would otherwise
have been flared. Overall, we are confident of ending routine flaring
across our onshore operations in 2025 and subsequently will turn our
attention to reducing emissions in the offshore operations of SEPNU.
Impact of the acquisition
I have mentioned the increased reserves and production that the
SEPNU assets add to Seplat Energy’s operations (detailed on page 6),
with pro-forma 2024 production increasing from 48,618 boepd (Seplat
Onshore) to 117,998 boepd (combined). We are now one of the most
prominent operators of oil production in Nigeria, a significant
responsibility for our stewardship of Nigeria’s natural resources.
With the addition of SEPNU, our 2P liquids reserves increase from 229
MMbbl to 581 MMbbl, while 2P gas reserves increase from 1,525 BCF
to 1,773 BCF. If we consider 2P reserves and 2C resources, our total
potential hydrocarbon asset increases from 540 MMboe to 1,217
MMboe. Along with SEPNU we gain operating control of dedicated
shallow water infrastructure and three export terminals, namely Qua
Iboe Terminal, Bonny River Terminal and the Yoho Floating Storage
and Offloading (FSO) facility, as well as Natural Gas Liquids (NGL)
plants at East Area Project (EAP) and Oso.
From being a 100% onshore operator, now approximately 70% of our
production is offshore, and exported through three terminals which
Seplat operates. The greater security and higher volumes passing
through Qua Iboe and Yoho will improve revenue assurance and
diversify our export infrastructure in the Niger Delta.
Furthermore, we are joined by around a thousand very highly skilled
staff whom I know are excited to become part of the Seplat Energy
family, and together we will work tirelessly to increase production and
maximise the value of these assets for all our stakeholders.
Financial performance
Our total revenues increased by 5% to $1,116 million, including 19 days
of revenue contributions from SEPNU. Our onshore operations
contributed $920 million in the year. Excluding the impact of SEPNU,
2024 revenue adjusted for underlifts was stable at $961.2 million. Of
total revenues, $991 million came from liquids (89%), while $124.9
million (11%) came from gas.
We posted adjusted EBITDA of $539 million for the consolidated
entity, of which $440 million came from Seplat Onshore, slightly down
from the $448 million achieved in 2023. After tax charges of nearly
$235 million, our net profit was approximately $145 million.
We generated $383 million cash from operations and ended the year
with gross debt of $1,368 million and cash of $470 million, taking into
account payments made to complete the acquisition of MPNU from
existing cash and debt resources. We maintained good credit ratings
in international markets and this helped us to refinance our $650
million bond in March 2025.
Board changes
As we reported in last year’s Annual Report, my predecessor Basil
Omiyi stepped down as Chairman on 31 March 2024. Again, we thank
him for his inspiring leadership of the Company during his tenure. At
the same time, Charles Okeahalam stepped down as Senior
Independent Non-Executive Director and we thank him for the
wisdom he provided as a member of our Board.
In May 2024, Mrs Eleanor Adaralegbe was appointed Chief Financial
Officer (CFO) and Executive Director, taking over from Mr Emeka
Onwuka, who retired from the Board after serving as CFO since 2020,
and we thank Emeka for his contributions to the Company during his
tenure.
Mr Babs Omotowa joined the Board in April 2024 as an Independent
Non-Executive Director, bringing more than 26 years’ experience in
Africa’s energy industry, including a five-year spell as CEO of Nigeria
LNG Limited.
The future
I believe the future is very promising for the newly enlarged Seplat
Energy. We plan to invest in both our Onshore and SEPNU businesses
to increase production in both divisions, and we are looking forward to
hosting a Capital Markets Day in the third quarter of 2025 to outline
our operational strategy for the Group. In the meantime, I, the Board
and senior leadership look forward to hosting our Annual General
Meeting on 14 May 2025, at which I hope we will be able to give you a
sense of our excitement at the prospects we have before us.
Udoma Udo Udoma
Independent Non-Executive Chairman
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
3
Annual Report and Accounts 2024
Transforming
Energy
Nigeria is rich in natural resources. With oil reserves of
approximately 37.5 billion barrels and natural gas reserves of
almost 210 trillion cubic feet, Nigeria has a significant place in
the global energy market. Despite this, the country’s domestic
energy generation and consumption is poor, which hampers
economic growth. Nearly 40% of Nigerians lack access to
electricity, with many of the rest relying on gensets. Of 12GW
installed capacity on Nigeria’s grid, barely 5GW reaches
consumers at any given time. Furthermore, most Nigerians cook
on open fires using biomass, which is the country’s main source
Domestic energy mix
Seplat Energy
believes three
realities must
shape Nigeria’s
energy system if
the country is to
modernise in the
coming years:
Oil remains crucial for
Nigeria’s development
Oil exports will continue to be a
mainstay of Nigeria’s economy
and will provide the foreign
exchange reserves to fund
economic growth and the
energy transition. This is why we
continue to invest in oil and will
use its proceeds to develop our
gas operations so we can
provide cleaner fuels
for Nigeria’s domestic energy
market.
Gas will drive Nigeria’s
energy transition
Gas is Nigeria’s logical transition
fuel. In collaboration with
Nigerian Gas Processing and
Transportation Company, we
commissioned the $700m
ANOH Gas Processing Plant in
August 2024. ANOH will
significantly boost domestic gas
supply, supporting lower-carbon
power generation and industry..
Renewables can power
Nigeria’s future
While gas will lead the transition
towards lower-carbon energy
by displacing inefficient and
polluting gensets, Nigeria’s
future energy needs must be
met by tapping its abundant
sunlight with utility-scale and
local solar generation,
supported as necessary by
gas-powered baseload at night.
Oben Gas Plant in OML 4, Edo
State. Design capacity of up to
465 MMscfd processed gas
for the domestic market.
ANOH Gas Plant in OML 53,
Imo state. Design capacity of
up to 300 MMScf/d
processed gas
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
4
Annual Report and Accounts 2024
75%
25%
Biomass
Fossil Fuels
To develop
Nigeria’s
potential
Imagining the transformative potential of affordable, reliable and sustainable
energy that drives prosperity for all Nigerians, Seplat Energy is committed to
delivering energy transition in Africa’s most populous country.
Affordable, reliable and sustainable
energy has far-reaching benefits for
Nigeria’s economy, society and
overall development. Improving
energy access will drive prosperity
and unlock new opportunities for
millions of Nigerians, by supporting
job creation, improving production
and enhancing domestic life.
Economic Growth & Job Creation
Reliable energy supply supports
businesses, manufacturing, and digital
industries, fostering job creation and
economic expansion. Small businesses
can operate efficiently, while larger
industries can scale production without
power-related losses.
Improved Quality of Life
Households gain access to stable
electricity for lighting, refrigeration and
communication, reducing reliance on
costly alternatives like diesel generators.
This enhances comfort, productivity, and
overall well-being.
Enhanced Education & Digital Access
With consistent electricity, schools can
integrate modern learning tools, online
resources, and digital classrooms,
improving education outcomes for
students across urban and rural areas.
Strengthened Healthcare Services
Hospitals and clinics can function
efficiently with reliable power, ensuring
that life-saving equipment, vaccine
storage, and emergency services
remain operational, improving public
health outcomes.
Energy Security & National
Development
A resilient energy system reduces
Nigeria’s dependence on imported fuel,
strengthens energy independence, and
enhances national security by ensuring
stable power supply for essential services.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
5
Annual Report and Accounts 2024
Transforming
our Business
On 12 December 2024, we completed the
acquisition of MPNU from Exxon Mobil
Corporation for a closing cash
consideration of $800 million in a
transformational acquisition that has a
significant impact on the scale and
capability of our business. The assets,
since renamed SEPNU, will materially
strengthen our portfolio, cementing our
position as Nigeria’s leading independent
energy company. They add significant
scale in a more secure offshore
environment that benefits from its own
dedicated export and processing
infrastructure. As a larger, stronger, more
diverse group, we will invest to further
increase the value of all our assets for
the benefit of our stakeholders.
How MPNU transforms our business
This acquisition enhances our market position and financial strength, reinforcing
our commitment to lead Nigeria’s energy transition through Seplat’s growth and diversification.
Seplat Onshore
Enlarged Group
Liquid reserves
229
MMbbl
581
MMbbl
Creates one of the largest
independent energy companies
on Nigerian and UK stock
exchanges
Significantly diversifies exports
to more secure offshore routes
that are operated by Seplat
Energy
Enlarged Group operations
supply approximately 1/6th of
Nigeria’s oil
Delivers step change in financial
performance and cash
generation
Gas reserves
1,525
Bcf
1,773
Bcf
Production
48,618
boepd
117,998
boepd (proforma 2024)
Blocks
7
11
Producing fields
17
48
Gas processing plants
3
5
Operated export
terminals
0
3
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
6
Annual Report and Accounts 2024
Ubit Production Platform,
OML 67
East Area Project, NGL
complex, OML 67
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
7
Annual Report and Accounts 2024
546
305
35
Oil (MMbbls)
Gas (MMboe)
NGLs (MMboe)
To develop
a stronger
portfolio
Our
operating
assets
2P reserves at 31
December 2024
Transforming
our Assets
Seplat Energy has a proven track record of increasing
recovery of oil and gas from mature acquired fields, and the
majority of our operated assets have been producing reliably
for many years. Our goal is to maximise the economic value of
these assets for all our stakeholders through continuous and
focused investments to improve efficiency, safety and
sustainability.
In 2024 this was further demonstrated at the Oben Gas Plant.
Here we utilised mandatory maintenance downtime to deliver
a number of activities, which saw an increase in output of
15-20% with lower emissions post turnaround activities.
Power upgrade
Installed and commissioned
a 1.2 MW natural
gas generator, which
increased power output and
displaced a diesel power
generator, lowering plant
emissions
Capacity upgrade
Installed an additional
condensate buffer tank,
increasing condensate
processing capacity by over
12 kbpd
allowing for increased
production of wet gas into
the plant
Production optimization
Modified inlet pressure to
allow inflow of lower
pressure non-associated
gas wells, adding up to
15 mmscf/d
to production.
Data recording upgrades
Installation of Fluenta gas
meters, which is enhancing
the accuracy of emissions
recording in support of our
decarbonisation targets.
Enabler of future
projects
Installed tie-in points for the
Western Asset ‘Flares Out’
projects, ahead of budget.
Delivered
$1.3
million
under budget
Expected
$1
million
in annual cost
savings
Additional
$12.5
million
increase in gas
revenue
expected from
Oben in 2025
Working interest production (MMscfd)
Average
production
pre-TAM
Average
production 4Q
2024
% increase
109.5
121.1
11%
OVERVIEW
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FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
8
Annual Report and Accounts 2024
Turnaround maintenance (TAM) is a mandatory
operational activity that occurs every four years.
The main maintenance project lasted 16 days at a cost of
$3.2 million
and was completed on time with zero lost-time injuries.
Additional activities
We undertook a number of activities simultaneously, with significant
positive impacts:
To develop
greater efficiency
A great example of a project which delivers higher-
quality, lower-emission, more reliable gas to customers,
maximising the value of the resource for Nigeria and
delivering a high return for shareholders.
OVERVIEW
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ADDITIONAL INFORMATION
Seplat Energy Plc
9
Annual Report and Accounts 2024
Full Plant completion
in 2H 2025 including;
Train 2
60 MMscf/d
MRU and
160MT
Capacity LPG plant
Since inception strong output of
28 MMscf/d
and 2.0 kboepd condensate and strong
demand for high quality processed gas
Sapele integrated gas plant (SIGP)
30 MMscf/d
MRU Train commissioned in October
2024 with first gas sales in Feb 2025.
Safe operations:
2.27 million
man hours without LTI
>400
jobs created
~20%
Contribution to Seplat’s
onshore elimination of
routine flaring program
Transforming
Lives
Our vision — transforming lives through energy — goes far beyond powering homes,
transport and industry. We are deeply committed to creating social value that
enhances lives by improving education and healthcare, and by fostering
entrepreneurship in our communities. By embedding social development goals into our
strategy, we not only contribute to improving Nigeria’s energy landscape, but also
help to drive progress in healthcare, education and personal empowerment.
Empowering education through the
PEARLS Quiz Competition
Youth Entrepreneurial Program (YEP)
The PEARLS Quiz Competition
(Promoting Excellence and
Achievement in Reading and
Leadership Skills) is one of our
flagship initiatives, designed to
improve literacy and academic
performance among
secondary-school students in
our host communities.
The initiative fosters a spirit of
healthy competition among
students, rewarding excellence
with scholarships, grants for
schools, and educational
materials. By supporting
education, we contribute to
nurturing the next generation of
leaders who can drive Nigeria’s
future development.
In 2024, we launched the Youth
Entrepreneurial Program (YEP)
as part of our social investment
initiatives, equipping young
people with hands-on training in
renewable energy systems to
prepare them for sustainable
careers in the clean energy
sector. More than a skills-
building initiative, the YEP is a
pathway to real economic
opportunities,
enabling
participants to
contribute to
Nigeria’s energy transition while
securing better livelihoods for
themselves and their
communities. The program also
highlights our strategic
commitment to increasing
access to energy and fostering
local enterprise, aligning with
Sustainable Development Goal
13.3—building knowledge and
capacity to tackle climate
change.
OVERVIEW
STRATEGIC REPORT
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ADDITIONAL INFORMATION
Seplat Energy Plc
10
Annual Report and Accounts 2024
Impact highlights
Direct Reach
The programme has impacted more than
20,000
students across Delta and Edo States since its inception.
School Transformation
Winning schools receive infrastructure upgrades, such as
libraries and science labs, creating a conducive environment
for learning.
Scholarships
Outstanding students are awarded scholarships, removing
financial barriers to higher education
Find out more about
the PEARLS initiative
on our website
atseplatenergy.com
Through PEARLS, we are building a foundation
of knowledge and opportunity, ensuring that
education becomes a tool for social
transformation in underserved communities.
Impact highlights
Strong engagement and successes, with 166 applications
received and 51 participants (69% male: 31% female)
onboarded in its first year. Through a mix of online learning
and field training, participants gain practical experience in
mini-grid design and installation, helping to power 100
residential and commercial buildings. More than just
technical training, the program also prepares them for
entrepreneurship and mentorship, ensuring they have the
tools and confidence to build successful careers in the
renewable energy sector.
Looking ahead, we are committed to nurturing the long-
term success of YEP graduates. We are facilitating
apprenticeship placements, business registration, and
ongoing mentorship to help them transition from trainees to
thriving energy entrepreneurs.
166
applications
51
participants
100
buildings
To develop
people & society
We invest in education and healthcare to energise the
creation of social value. By building stronger, healthier
and more empowered communities, we are helping to
ensure that our efforts to improve energy access are
matched by sustainable social progress.
Restoring vision with the Eye Can See initiative
The Eye Can See initiative is one of the
innovative initiatives through which we
bring our purpose to the people of
Nigeria. The programme delivers critical
healthcare services to vulnerable people,
with a focus on providing free eye care,
including vision tests, corrective glasses,
and cataract surgeries.
Recognising the impact of visual
impairments on productivity and quality
of life, we actively collaborate with
professional medical teams to bring
mobile clinics to underserved areas. The
programme is an example of our core
belief that access to healthcare is
essential for societal well-being.
Impact highlights
Community Reach
Since inception, more than
100,000
people have benefited from the
programme since its launch, many of
whom regained sight through free
cataract surgeries.
Economic Empowerment
Restored vision has enabled beneficiaries
to return to work or school, fostering self-
reliance and economic activity.
Health Awareness
The programme acts as a continuous
education and awareness campaign for
communities about eye care, promoting
long-term health benefits.
By restoring sight, Eye
Can See empowers
individuals and families
to lead fuller lives,
thanks to our
commitment to
enhancing the health,
welfare and dignity of
our host communities.
Find out more about the
Eye Can See initiative online at
www.seplatenergy.com
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Seplat Energy Plc
11
Annual Report and Accounts 2024
Chief Executive
Officer’s Q&A
A year of
transformation
and development
Roger Thompson Brown
Chief Executive Officer
Acquisition of MPNU drives
step change in key metrics
2024 pro-forma production
118 kboepd
a 114% increase
YE 2024 2P + 2C certified reserves
and resources
1,217 MMboe
a 125% increase
3
Seplat operated
export terminals
2024 was a truly transformational year for Seplat
Energy. In addition to delivering key projects in our
existing Onshore business, we completed the game-
changing acquisition of MPNU, the largest transaction
in our history, which adds significant scale and
attractive low-cost development potential. In the first
few months since completion, it has already become
clear that there are significant growth opportunities
for us in the shallow-water, offshore Nigeria.
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Seplat Energy Plc
12
Annual Report and Accounts 2024
How would you assess the year for Seplat Energy?
It was a transformational year for Seplat Energy because we finally
completed our acquisition of MPNU, which has more than doubled
our production and resource base. We’ve since renamed it SEPNU
and this year we’ll be working to integrate the business into Seplat.
Even without this, it was a strong year for the existing Seplat business.
Our drilling performance improved and this enabled us to meet
production guidance for the second year running; we upgraded our
Oben Gas Plant during routine turnaround maintenance and this has
delivered immediate gains in production, adding over 10% to average
daily output. Production in the East improved as the security situation
improved and the Trans Niger Pipeline (TNP) pipeline became
available once more, while production at Elcrest was resilient as well.
On the projects front, we completed two new oil field developments,
the Abiala and Sibiri fields, and completed the Sapele Gas Plant, which
has further increased gas sales in 2025 and will contribute to reduced
emissions by commercialising gas that would otherwise have been
flared.
All of this contributed to a strong financial performance. Cash
generation kept our leverage low and enabled us to increase the
dividend for the year. We also performed well on our social and
environmental commitments.
So overall, I think we have worked hard to repay the faith investors
have shown in us over the years and achieved a very impressive year
of delivery.
What challenges did you face in 2024?
Our main challenge continues to be, delivery of the ANOH gas project,
which has been held up because of delays to the OB3 pipeline. While
the pipeline project is behind schedule the gas plant continued to
progress and has reached the stage where it can take hydrocarbons.
We are therefore exploring early gas sales to customers in the East,
so that the facility can commence operations, and be ready to supply
gas via OB3 as soon as it is operational. This year with the completion
of ANOH and Sapele we will have 850 MMscf/d of gas processing
available, which will enable Seplat and our Joint Venture partners, to
maintain our position as one of the largest suppliers of gas to the
domestic market in Nigeria.
What does the MPNU acquisition mean for Seplat?
It is truly transformational, and the pro-forma 2024 numbers speak for
themselves: pro-forma Group production in 2024 increased by 114%
to around 118,000 boepd, while 2P reserves and 2C resources are
more than doubled to 1.2 billion boe. The acquisition diversifies the
business away from onshore operations in the Niger Delta, where we
have historically faced challenges evacuating oil to the terminals, and
moves the majority of our production to a more secure offshore
environment that has its own dedicated export routes and terminals
that we will control. It has also added around a thousand very highly
skilled staff whose expertise will be incredibly valuable for the Group.
We believe that the transaction was highly differentiated among other
M&A deals as we were able to complete it without needing to issue
equity, thereby making it highly accretive to shareholders. Furthermore,
our pro-forma balance sheet leverage remained 0.7x ND/EBITDA,
maintaining our balance sheet strength and putting Seplat Energy in a
commanding position to create further value for stakeholders.
How did you advance sustainability at Seplat in
2024?
Sustainability is embedded in our corporate strategy, so it’s central to
everything we do and to our decision-making process. We made good
progress in our efforts to reduce emissions, and towards the end of
2024 we commissioned screw compressors at Amukpe and Oben in
support of our ‘Flares Out’ program. This will also happen at Sapele,
where the new integrated gas processing plant has been designed to
capture low-pressure gas for commercialisation instead of flaring. Put
together, we are well on track to end routine flaring in Seplat Onshore by
the end of 2025, at which point our Scope 1 emissions intensity on these
assets will be around 70% lower than our 2020 baseline. We will look at
SEPNU’s operations to see how we can reduce flaring in those as well.
Across the business in general, we’re looking at ways to further reduce
our environmental impact, whether it’s by reducing consumption,
upgrading power generation or by installing solar panels on our buildings.
As part of our long-term social development initiatives in healthcare
and education, we reached the notable milestones of conducting
100,000 eye tests in our Eye Can See programme, and of a thousand
teachers supported through our various educational programmes.
Beyond these social and environmental activities, we launched a new
culture framework in 2024, called SF-InPACT (Seplat First, Inclusivity &
Respect, Performance-driven, Agility, Confidentiality and Trust), which
was the result of extensive internal workshops and reviews. We
designed the new culture framework to strengthen our business,
through greater employee engagement, collaboration and
transparency. I’m pleased to say that this resulted in an improved
employee engagement score in our annual staff survey.
From a business perspective, we continued to review various projects
within our New Energy division, and while we elected not to make an
investment decision in 2024, this was largely due to the timing of the
completion of the MPNU acquisition. We will continue to explore
opportunities in power generation or renewable energy that have the
potential to add value to our core operations.
What are your objectives for 2025?
We have three main objectives for the year: integration of the SEPNU
team into Seplat, growth across our producing assets, while focusing
on cost control and cost reduction, thirdly completion of the End of
Routine Flaring programme across the Seplat Onshore.
Onshore, we are targeting growth in oil and gas through efficiency
improvements, through another full year of drilling and getting wells
onstream, and through new facilities going into production at ANOH
and Sapele. ANOH is particularly important to us because of the scale
it brings to our Midstream business. We also look to complete our
investment in ending routine flaring, which at Sapele and Ohaji in
particular will make a noticeable difference to our Scope 1 emissions.
At SEPNU, our primary goals are to increase reliability and uptime on
the production assets, which will drive increased production and set
us up for more impactful capex programmes in the years ahead.
Second, we are working very hard to achieve a good integration of
SEPNU staff and systems into Seplat. I have been extremely
encouraged by the strong ability and high motivation of our new
colleagues. In the first few months we have been pleasantly surprised
to find a good culture alignment and we look forward to combining
the best elements of Seplat’s drive and agility with the deep technical
and operational expertise of SEPNU colleagues.
I think this will make Seplat an even more attractive place to work and
I know all our staff are very excited about their future because they
realise we are now a significant steward of Nigeria’s assets: on a
gross basis, we are operating assets that are producing perhaps a
sixth of Nigeria’s daily oil production. That is a big challenge and a big
responsibility, but we are more than up to it.
What is the outlook for Seplat Energy in 2025?
The outlook for Seplat Energy is very good this year, even as we face
global uncertainties at the policy and trade levels, as well as slightly
weaker pricing on oil. We are already delivering operational
performance at an entirely new level and we see a pathway to
materially higher cash generation from our high-quality assets.
We’ll be devoting a lot of time to our future strategy with SEPNU
onboard, and we’ll be focusing on this at the Capital Markets Day
we’ve announced, which will be in 3Q 2025. We will showcase the
true potential of the acquired assets and provide the detail that will
help everyone to appreciate the huge potential it has and the
opportunity we have to create long-term value for all our stakeholders
as Nigeria’s leading independent energy company.
Roger Thompson Brown
Chief Executive Officer
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Seplat Energy Plc
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Our strategic framework
In 2021, as part of our ambition to be Nigeria’s leading energy supplier, we put
sustainability firmly at the heart of our new corporate strategy, with its twin
ambitions to Build a Sustainable Business and Deliver Energy Transition.
BUILD A SUSTAINABLE BUSINESS
For all our stakeholders, increasing prosperity depends on the business
operating in a sustainable manner. We must manage our finances prudently to
maximise returns, look after the natural environment in which we operate and
maintain our social licence to operate through positive and cordial relations
with our host communities.
DELIVER ENERGY TRANSITION
From our origins in oil exploration and production, we are making steady
progress along the energy sustainability chain, with profits from oil enabling us
to expand our Midstream Gas business and explore new opportunities to
diversify into power generation and renewables, so we can deliver on our
mission to lead Nigeria’s energy transition with accessible, affordable and
reliable energy that drives social and economic prosperity for all Nigerians.
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Aims
Key Initiatives
Drive social development
Drive social development
Make a positive impact in Nigeria through improved access to
energy, opportunities for local employment and suppliers.
Promote diversity, equity and inclusion and pursue initiatives that
foster entrepreneurship, education, health and resilience.
• Increase access to energy
• Foster local entrepreneurship, increase community
employment and local content
• Increase access to quality healthcare and education
• Increase diversity, equity and inclusion
Focus on environmental care and reporting
Focus on environmental care and reporting
Be a responsible steward of Nigeria’s natural resources by
minimising our impact on local and global environments, driving
improvements where possible, committing to global standards
and transparently reporting our progress.
• Strive for continuous reduction in net impact
• Establish comprehensive baselines from which to set targets
• Develop and implement environmental protection policies
• Adopt global reporting standards as introduced
Maximise returns for all stakeholders
Maximise returns for all stakeholders
Maximise cash generation through the cycle, manage our
finances prudently, pay our share of taxes and royalties, service
debt, invest for the future, and return dividends to shareholders.
• Maintain focus on cost reduction in operations and across
the corporate centre
• Drive sustainable growth and returns through prudent capital
allocation, balance sheet management and dividend policy
• Protect against oil price volatility by hedging and
diversification
• Explore new opportunities for offset products
Upstream
Upstream
Generate consistent and profitable long-term cash flow by
developing our Upstream business, selectively expanding our
asset base, optimising the gas/oil mix, increasing production,
reducing costs and carbon intensity, and increasing revenue
assurance by diversifying routes to market.
• Maximise monetisation of reserves and ensure adequate
reserves replacement
• Focus on timely delivery of projects, operational efficiency,
cost control and innovation
• Diversify export routes to protect against disruption and
ensure asset integrity
• Reduce carbon intensity of production to achieve significant
reductions in emissions
Midstream Gas
Midstream Gas
Generate long-term, highly visible revenue streams by
developing Nigeria’s gas resources to accelerate the
replacement of diesel/petrol generation and use of biomass for
cooking, and support economic growth through the supply of
reliable, low-cost energy
• Expand our Midstream Gas business
• Increase utilisation of gas plants
• Develop new markets for gas products
• Unlock value by separating Midstream Gas business from
Upstream to create standalone unit
New Energy
New Energy
Develop gas-to-power to displace diesel and petrol generators,
provide baseload electricity to support renewables and achieve a
world-class capability in renewable energies.
• Capture additional value along the energy chain through
selective entry to power generation market
• Develop skillsets and capabilities to compete in power and
renewables markets
• Develop new product offerings in gas-to-power
• Develop renewables business line
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Seplat Energy Plc
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About our strategy
In 2021 we changed our name from Seplat Petroleum Development to
Seplat Energy to reflect our ambition to expand beyond oil and gas
and become a more diverse supplier of energy across the value chain.
At the same time, we unveiled a new strategy to guide our ambitions
and the decisions we take to achieve them. This new strategic
approach aligned our operations under two core ambitions – to Build
a Sustainable Business and Deliver Energy Transition.
As already shown on pages 14-15, each of these ambitions is
composed of three pillars that put sustainability at the heart of our
decision-making. Indeed, we do not consider ourselves as having a
‘sustainability strategy’ as such, rather we embed sustainability at the
heart of our business, risk analysis and decision making and in the
way we conduct our operations, just as we embed safety in
everything we do.
In this way, we focus on the sustainable execution of our strategy,
having first considered all the risks and opportunities that challenge us
as a business. This approach positions Seplat Energy for success
today and for prosperity in a future world where energy provision will
be radically different.
Our core strategy
We aim to transform and decarbonise Nigeria’s energy system by
making affordable, reliable and cheap energy accessible to all. We
strongly believe that this will drive economic and social prosperity in
one of the world’s most populous nations.
Each of our core ambitions, listed above, is composed of three pillars
of activity. Our ambition to Build a Sustainable Business encompasses
the following focus areas: drive social development; focus on
environmental care and reporting; and maximise returns for all
stakeholders. Between them, these pillars ensure that the business is
financially sustainable while caring for the environment in which we
operate, and the communities of stakeholders with whom we interact.
For each of these three pillars we have defined four Key Initiatives, as
detailed above, upon which we focus our efforts to achieve the stated
strategic goals.
Similarly, our ambition to Deliver Energy Transition is pursued through
Key Initiatives in each of our three operational pillars: Upstream;
Midstream Gas; and New Energy.
By delivering all of our Key Initiatives, tracked by agreed Key
Performance Indicators, we are able to strengthen the Company’s
finances, improve our market position and create value for all
stakeholders, thereby ensuring we have the financial strength,
competitive advantage and social licence to pursue increasingly
environmentally sustainable operations long into the future.
In this way, the six pillars of our strategy ensure we are fully aligned
with our purpose (To deliver sustainable energy solutions for society),
our vision (Transforming lives through energy) and our mission (Lead
Nigeria’s energy transition with accessible, affordable and reliable
energy that drives social and economic prosperity).
Value creation
The strategic framework described above, in conjunction with a
remuneration-linked scorecard that sets targets for our performance
in each pillar, ensures that all staff are focused on delivering results
that will create value for our stakeholders. By ‘value’ we mean positive
short-term outcomes and long-term impacts across objectives that
are not just financial, but which reflect the goals of our strategy. This is
shown more fully in the value creation model on pages 22-23. Thus,
‘value’ may be variously defined as increasing profitability, improving
reporting, reducing emissions or improving educational and health
outcomes in local communities.
Anticipating change
Our strategy explicitly anticipates change in Nigeria’s energy markets
and positions Seplat Energy as a driver of that change. Therefore, we
constantly monitor market trends in Nigeria and developments in
technologies and regulations that might affect us. Insights on
important developments are shared and discussed at our annual
Board strategy retreat so that our leadership can assess whether and
how we should evolve our strategy to suit the challenges ahead.
In addition, through our Business Development team we are
constantly trying to identify opportunities such as potential asset
acquisitions and new market entry points, while our Risk Management
team focuses on assessing potential threats such as infrastructure
problems or regulatory changes (pages 76-83). Consistent with the
Task Force on Climate-related Financial Disclosures
recommendations, and more recently the disclosures required by
IFRS S1 and IFRS S2, we also look at all opportunities and risks through
the lens of sustainability and climate change, as this will undoubtedly
challenge us with threats and opportunities in both our short-term
and long-term operations (see pages 68-75).
Innovation and adaptation
Seplat recognises the value of continuous innovation in the energy
industry. The Company promotes an open environment where
employees feel safe to share ideas, take calculated risks, and learn
from mistakes. We also invest heavily in employee training and
development, to ensure that staff stay up-to-date with industry trends
and technologies.
The change of strategy in 2021 was an acknowledgement that, to
guarantee its relevance in a rapidly changing energy landscape, the
Company had to broaden its ambition beyond oil and gas and
become a more diverse supplier of energy across the value chain.
Overall, as previously described, the long-term sustainability of our
business is driven though our core strategic ambition to Build a
Sustainable Business, which governs our thinking on environmental
care, our efforts to drive social progress in Nigeria, and our focus on
maximising returns and impacts for all stakeholders, both financial and
non-financial, as we improve the Company’s financial sustainability to
support long-term investment and growth.
An eye on the future
Having completed the acquisition of MPNU (now called SEPNU), which
delivered significant strategic advances in our core Upstream pillar,
our short- to medium-term focus will be to integrate the two
companies and develop plans for investment in SEPNU’s operations
and expansion, so that we can increase its production and profitability.
Our longer-term strategy for these Upstream operations will be to
develop their significant gas resources for both domestic and export
sales, which we believe will help to drive increased energy access and
prosperity in Nigeria. We will continue to assess investment and
acquisition opportunities as appropriate, including divestments, new
licensing rounds and entry into new markets such as power
generation, LPG and CNG.
Scenario planning
Seplat incorporates robust scenario analysis in its long-term planning
process to ensure it is prepared for a range of possible outcomes.
The scenarios evaluated usually revolve around the impact of macro-
economic conditions, policies on climate change and regulatory changes.
The International Energy Agency (IEA) has developed three climate
change scenarios - the Stated Policies Scenario (STEPS), Announced
Pledges Scenario (APS) and Net Zero Emissions by 2050 (NZE)
Scenario - which are evaluated in Seplat’s long-term plan. Each
scenario incorporates the latest data on energy supply and demand
markets, technology costs and policies, and forecasts for future
population and economic growth. See pages 69-71.
Performance expectations
The Company’s mid- to long-term focus remains on building a
sustainable business and delivering energy transition. We expect to:
• Selectively expand our asset base
• Increase production
• Reduce cost and carbon intensity
• Increase revenue assurance by diversifying routes to market
• Develop Nigeria’s gas resources to accelerate the replacement of
diesel and biomass
• Achieve world-class capability in renewable energies through the
development or acquisition of new skillsets
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Our strategic framework continued
Seplat Energy Plc
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Annual Report and Accounts 2024
Realising the aforementioned targets is dependent on alignment with
our JV partners on annual work programmes and receiving necessary
approvals from regulators, as well as on favourable commodity prices
and cost-effective and timely delivery of projects.
Engaging with stakeholders
Successful communication of our strategy is vital when we engage
with stakeholders of any kind, be they shareholders or host
communities. As a dual-listed company, we report quarterly earnings,
host semi-annual earnings calls and hold regular meetings with
investors, during which we ensure our strategy is both conveyed and
understood, and that questions and concerns are dealt with
satisfactorily.
Through our Government Relations and External Affairs teams we
maintain good relations in the political and regulatory arenas, whilst
also ensuring an open and honest dialogue with the media and,
through them, the Nigerian and international public.
We place special emphasis on maintaining good relationships with
our host communities, which we achieve through regular engagement,
community health and educational projects, supplier relationships and
our annual Vendor Forum. In all our interactions we are open to
feedback, which is considered in our strategic decision-making
process. Likewise, our semi-annual earnings calls, investor roadshows
and Annual General Meeting are opportunities for shareholders and
potential investors to raise questions and concerns directly with our
leadership team and Board.
Internally, as discussed on pages 24-25, we conduct a regular Seplat
People’s Voice survey of staff attitudes towards our working
environment and terms of employment, the results of which are
considered when developing human capital management strategies
for the future.
Sustainability and long-term value creation
Given that our corporate strategy embeds sustainability in its core
ambitions, and throughout our activities, we do not consider
environmental, social and governance (ESG) issues as being
somehow separate to our day-to-day endeavours. Indeed, the
performance of our environmental and social initiatives is incorporated
into our corporate scorecard, with the achievement of clearly defined
targets being linked to end-of-year remuneration.
Furthermore, our social, environmental and operational strategic pillars
are underpinned by a set of corporate values that clearly define and
govern our behaviours: Safety, Integrity, Partnership, Agility and
Ambition. These are further explained on pages 14 - 15.
We believe that our focus on sustainability will position the Company
for future success and the long-term creation of value for all our
stakeholders. We aim to drive Nigeria’s transition to cleaner, more
reliable and affordable energy by conducting our business with
integrity, being a responsible steward of Nigeria’s natural resources, a
reliable and trustworthy partner and a considerate and conscientious
operator and employer that maintains cordial relations with host
communities and local suppliers. On a national level, we will maximise
our efforts to generate benefits for the Nigerian economy, both in the
form of royalties and taxes, and by increasing energy access that will
drive the country’s future success. We have no doubt that a strong
performance across all of these areas will ensure continuing
prosperity for our Company and all of our stakeholders.
Strategy and resource allocation
Seplat Energy’s stated ambitions to build a sustainable business and
deliver energy transition are pursued through clear strategic
objectives, from short to long term, supported by allocation of
resources necessary to achieve these goals.
As shown in our strategic framework on pages 14 to 15, these two
ambitions are realised through six strategic pillars, the long-term aims
of which are described. Our business is organised around these three
pillars, with separate teams for Upstream operations, Midstream Gas
and our New Energy team. Each division is resourced appropriately
and in line with its objectives for the year. For each pillar, we have
identified four key initiatives that provide short- to medium-term goals
that are measured against agreed targets. On pages 44 to 48 we
have outlined the progress we have made on these Key Initiatives
during 2024.
We focus on efficient capital allocation, with funds being assigned to
each of the initiatives described. We are conscious of the fact that the
energy landscape is changing and this will require higher allocation of
capital and resources to the Midstream Gas and New Energy divisions
as and when suitable projects are identified for funding. Furthermore,
we are conscious of our responsibilities to decommission expired
assets and restore environments, and we allocate funds for these as
appropriate.
Measurement of achievement and outcomes
As we advance our strategy, the corporate scorecard remains a vital
tool for measuring progress, monitoring performance, and ensuring
strategic alignment. It ensures our business and operations stay
focused on long-term objectives and remain adaptable to the
evolving energy landscape and market dynamics. The scorecard
provides a structured approach to track and enhance execution, and
by integrating market realities with our ambition, it strengthens our
ability to navigate complexities, optimise decision-making, and sustain
long-term value creation.
Over the past years, we have evolved our scorecard to represent not
just a performance tool, but also a vehicle that steers our organisation.
The corporate scorecard integrates a balanced blend of sustainability,
operational, financial, and strategic metrics, capturing critical initiatives
and milestones that support our strategy to Build a Sustainable
Business and Deliver Energy Transition. It is refreshed annually with
oversight from the Senior Leadership Team and Board endorsement.
The Key Performance Indicators (KPIs), performance ranges –
“Threshold”, “Target”, “Stretch” - and weightings are designed to
reflect our evolving business environment, public commitments, and
the approved budget for each year.
On financials, Seplat tracks profitability and the cash-generating
potential of its operating assets, alongside establishing baselines for
cost efficiency and financial prudence. The focus for the financial
metrics is to maximise cash generation and drive optimal use of
financial resources to power Seplat’s strategic ambition. In driving this,
we set targets on EBITDA, cash flow from operations, and general
and administrative expenses (see pages 44-48 on Strategy KPIs).
On the operational front, we closely monitor KPIs such as oil and gas
production, Lost Time Injury Frequency Rate, well delivery and
operational efficiency. These metrics evaluate the performance of our
assets in delivering sustainable operations across our business pillars.
The metrics also drive process efficiencies necessary to underpin
growth.
Equally important is our focus on sustainability, which underscores our
commitment to a sustainable future. We track metrics such as routine
gas flares and carbon intensity, social impact on local communities,
and employee engagement. Our sustainability targets reflect our
dedication to building a sustainable business through initiatives that
prioritise environmental stewardship and social development in the
communities where we operate.
To ensure corporate alignment and accountability, we cascade the
corporate scorecard across all directorates and monitor performance:
weekly at the asset level and monthly at the corporate level. This
ensures that every employee understands their unique role in driving
the execution of the corporate strategy. Additionally, the performance
of the corporate scorecard is tied to the year-end productivity bonus,
aligning individual contributions with organisational success. Through
the corporate scorecard, we not only measure our performance but
also propel our strategy forward, navigating the complexities of the
energy landscape with purpose.
Summary
Our strategy and resource allocation plans are designed to enhance
Seplat Energy’s leadership in Nigeria and to help us achieve our
ambition to drive the country’s energy transition. We regularly review
progress and achievements in each pillar of the strategy and our
Board annually reviews the overall strategy itself to ensure its
continuing fitness for purpose.
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Seplat Energy Plc
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Annual Report and Accounts 2024
Understanding our market
Our operating environment is constantly changing, driven by regulatory developments
as well as both global and domestic economic events. As a result, we constantly
monitor our market landscape and adapt our approach to business accordingly, to
ensure we continue to maximise positive impacts for our stakeholders.
Global Economy
Domestic Economy
OPEC+ Policies
Oil Price
Key trend:
Soft landing
Key trend:
Volatility and uncertainty
Key trend:
Price stability
Key trend:
Market volatility
Driver:
The global economic
environment in 2024 was that
of persistent disinflation, mixed
economic growth across
economic powerhouses, and
a shift towards monetary
policy easing. This had
significant impacts on crude oil
demand and supply dynamics,
with projected global crude
demand being generally
revised lower for 2024.
Driver:
The domestic economic
landscape was broadly
uncertain in 2024, bringing with
it a volatile business
environment. The far-reaching
consequences of economic
reform attempts led to
exchange rate volatility,
unabating inflation, and
significantly higher Naira
interest rates. On the political
front, some stability returned
as the new President settled
into his first full year in office.
Driver:
The OPEC+ group of
producing countries remained
a significant player in guiding
supply dynamics and their
consequent impact on crude
oil prices in 2024, choosing to
keep supply restrictions in
place pending recovery in the
global economy. OPEC+ is also
responsible for setting
production quotas for member
countries, which impacts the
quota limit for Seplat Energy.
Driver:
The oil price environment in
2024 was volatile, with a broadly
bearish bias. Factors that placed
downward pressure on oil
prices include slower than
expected global economic
recovery, slower than projected
crude oil demand growth, and
de-escalation of Middle East
tensions. On the other hand,
tailwinds for oil prices came
from OPEC+ supply controls,
regional and geo-political
tensions, and doveish monetary
policy across economic
powerhouses.
Our response:
We recognise the impact of
global economic trends on our
operations, particularly given
the export-dependent nature
of our crude oil business. We
remain confident in our
commercial agreements, with
stability in export volumes as
well as room to raise our
liftings if production continues
to grow. This is particularly
positive for our Eastern
operations, where we
resumed liftings in 2024. We
continue to monitor and
analyse global economic
trends for how they might
affect our hedging policies.
Our response:
The uncertainty around the
domestic economy has led to
Seplat Energy developing
creative mechanisms to
navigate the uncertainties. For
example, due to the exposure
of our gas revenues and Naira
cash balances to exchange
rate volatility, we have
developed measures to match
our Naira cash inflows to our
Naira cash outflows to reduce
the impact of exchange rate
volatility on our income
statement. Similarly, cost
management strategies have
been developed to counter
rising inflationary pressures.
Our response:
The effort by OPEC+ to reduce
volatility in crude oil price has
been value-accretive for us, as
it provides an environment to
sustain adequate cash flow
generation. From a production
quota perspective, we
continue to produce below our
quota across our assets,
leaving headroom for
production growth.
Our response:
We recognise our position as
price takers in the crude oil
market. The average oil price
environment in 2024 was
broadly similar with the 2023
environment, thus aiding our
ability to improve cash flow
generation. In addition, our
policy of hedging production
at least two quarters ahead
has helped to sustain revenue
assurance. In 2025, we will
continue to track the themes
driving oil prices and adjust our
hedging policy as required.
Alignment with our
strategic priorities
Alignment with our
strategic priorities
Alignment with our
strategic priorities
Alignment with our
strategic priorities
Maximise returns for all
stakeholders
Upstream
Midstream Gas
New Energy
Maximise returns for all
stakeholders
Upstream
Midstream Gas
Maximise returns for all
stakeholders
Upstream
Midstream Gas
Maximise returns for all
stakeholders
Upstream
Midstream Gas
New Energy
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Operating context
Seplat Energy Plc
18
Annual Report and Accounts 2024
Gas Opportunity
Decarbonisation and
Adaptation
Petroleum Industry
Act (PIA)
IOC Divestments
Key trend:
Growing domestic demand
Key trend:
Climate security
Key trend:
Regulatory reforms
Key trend:
Domestic ownership
Driver:
Reforms in the energy sector
continue to improve the
attractiveness of investment in
gas. The NERC introduced a
‘band’ system for electricity
consumers, which sees
consumers on band A feeders
paying N225/kWh (from an
average of N68/kWh). In
addition, NMDPRA raised the
price for the domestic gas
supply obligation to $2.42/
MMBtu. These reforms, along
with growing demand for
energy and the abundance of
reserves, highlight the
opportunity for gas in Nigeria.
Driver:
There is an increasing shift
towards adopting cleaner and
renewable sources of energy
as governments across the
world aim to protect the
environment and tackle
climate change. In 2024, along
with globally increasing use of
renewable energy
technologies, we observed
several legislative
developments and increasing
requirements for companies to
improve reporting of the
impact of their activities on the
environment.
Driver:
Efforts towards finalising the
process of converting licences
from the Petroleum Profit Tax
(PPT) regime to the PIA regime
continued to gather pace in
2024. Some of the key issues
to be resolved include
decommissioning and
abandonment strategies, host
community fund incorporation,
and acreage delineation. Our
expectation is that these
issues will be clarified in 2025,
which will pave the way for
conversion.
Driver:
The trend of divestments by
international oil companies
(IOCs) accelerated in 2024, as
the Federal Government and
regulators moved to grant
approvals. This has unlocked
opportunities for indigenous
companies such as Seplat
Energy to take ownership of
these assets, thereby
consolidating Nigerian
ownership of the country’s oil
and gas assets.
Our response:
We continue to invest in the
gas value chain with a focus
on helping Nigeria achieve its
energy generation targets. This
is reflected in our investments
in the ANOH and Sapele Gas
Plants, which will increase our
ability to supply gas to the grid
and other independent power
generators. Our acquisition of
MPNU aligns with this strategy,
with more than 2.0 Tcf of gas
resources available to develop.
We currently power c.25% of
the national grid.
Our response:
Seplat Energy is investing in
natural gas and exploring
renewable energy sources to
align with decarbonisation
trends globally. At our legacy
assets, we have committed to
ending routine flaring in 2025
and remain on track to
achieve this. We plan to
extend this ambition to our
newly acquired SEPNU assets.
In addition, we have adopted
global sustainability disclosures
that demonstrate our
transparency and
accountability.
Our response:
As we have communicated,
we elected to convert all our
legacy licences to the PIA
regime. We also plan to
commence discussions with
the government on converting
our newly acquired licences to
the PIA regime. Given that the
PIA fiscal regime rewards
investment for higher
production, we are positioned
to maximise the benefits as
we pursue our corporate
strategy of investing in assets
to support production growth.
Our response:
In line with the trend, we
completed acquisition of
MPNU’s shallow water
operations and diversified our
exposure from purely onshore
operations. The acquisition
nearly doubles our reserves,
more than doubles our
production, and leaves
significant room for gas
resource development. We
look forward to maximising the
value from the acquired
assets for all our stakeholders.
Alignment with our
strategic priorities
Alignment with our
strategic priorities
Alignment with our
strategic priorities
Alignment with our
strategic priorities
Focus on environmental care and
reporting
Maximise returns for all
stakeholders
Drive social development
Upstream
Midstream Gas
New Energy
Focus on environmental care and
reporting
Maximise returns for all
stakeholders
Drive social development
Upstream
Midstream Gas
New Energy
Focus on environmental care and
reporting
Maximise returns for all
stakeholders
Drive social development
Upstream
Midstream Gas
Focus on environmental care and
reporting
Maximise returns for all
stakeholders
Drive social development
Upstream
Midstream Gas
New Energy
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
19
Annual Report and Accounts 2024
Our place in the energy value chain
We are part of an energy value chain that starts at the well and ends
with collecting payment from the customer, as Nigeria’s natural fuels
are converted into products such as petrochemicals or into
electricity for distribution and consumption. The chart shows where
we are today and where we might expand along the value chain.
OVERVIEW
STRATEGIC REPORT
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FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
20
Annual Report and Accounts 2024
Upstream
Liquids
581 MMbbl
Working Interest 2P
reserve
Oil and
Condensates
33,465 bopd in 2024
NGL
272 bopd in 2024
Gas
1,773 Bscf
Working Interest 2P
reserve
Midstream gas
processing
111 MMscfd in 2024
Gas-fired power
generation
Power transmission
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
21
Annual Report and Accounts 2024
Export sales
95.6% in 2024
Domestic sales
4.4% in 2024
Refiners
Distribution
Customers
LPG
Expected in 2025
CNG
Gas distribution
Distribution
Customers
Industrial,
Petrochemical, Power
Distribution Companies
Customers
Metering
Billing
Payments
Distribution
Renewables
Liquids
Gas products
Power and new energy
Value Creation Model
The capitals we
deployed
Human capital
1,446 Staff
Social capital
597 active vendors Onshore
692 vendors in SEPNU
Natural capital
581 MMbbls 2P liquids
1,773 BCF 2P gas
Achieved in 2024
• We continued to invest in our social development programs
across health, education, and youth empowerment. Now, 20,000
students have participated in the Pearls Quiz, while Eye Can See
beneficiaries reached 100,000. In 2024, we launched the Youth
Empowerment Programme (YEP) and trained 51 young people in
renewable energy systems to prepare them for careers in the clean
energy sector.
Long-term value impact
• Improving energy access create a more prosperous Nigeria that
enjoys high standards of education and healthcare. We will deploy
affordable, reliable energy to improve living standards, ensuring that
future Nigerians can fully enjoy the benefits of abundant energy.
Build a Sustainable Business
Achieved in 2024
• Significant progress in ending routine flaring across our assets,
which we expect to achieve in 2025, following completion of
projects at Sapele IGP, Western Assets, Oben and Ohaji. Upon
completion of these projects we will turn our attention to ending
routine flares at our newly acquired SEPNU assets. In addition, we
continued our tree planting programme, Tree4Life, in association
with local communities. We achieved zero spills in 2024. At Amukpe,
we installed solar panels to replace a 133 KVA diesel generator set.
We also made good progress implementing our Leak Detection
and Remediation programme to detect fugitive emissions across
our assets. We also completed a biodiversity field data gathering
survey that covered our Western and Eastern Asset operational
areas.
Long-term value impact
• Nigeria’s natural environment is a resource that future generations
must be able to enjoy, free of pollution, environmental damage and
the potentially disastrous effects of global climate volatility. By
leading Nigeria’s transition to cleaner fuels such as natural gas and
renewable energy, we can help to ensure a healthy natural
environment for future generations, at the same time securing our
place in Nigeria’s future energy mix.
Achieved in 2024
• Increased scale of Company and potential for significant increases
in revenues and profitability following acquisition of MPNU, achieved
with existing resources and no dilution of equity. Revenues of $1.1
billion (including 19 days SEPNU), ending year with $470 million cash
at bank. Paid total dividend of US$16.5 cents / share, up 10%, after
$208 million capex investment.
Long-term value impact
• Long-term maximisation of returns will strengthen the Company’s
financial position, enabling it to invest more in the development of
Nigeria’s resources, pay more taxes and royalties to government,
reduce our debt burden and increase returns to shareholders.
Stakeholders
Workforce
Shareholders and
providers of capital
Joint venture partners
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
22
Annual Report and Accounts 2024
Financial capital
$470m cash at bank
$1.35bn debt facilities
Manufactured capital
$3.3bn production & exploration facilities
Intellectual capital
$3.9m IT investment
5,275 hours invested in training
Deliver Energy Transition
Achieved in 2024
• Average liquids production of 48,618 boepd, up 2% (52,947 boepd including 19 days of
SEPNU annualised). SEPNU adds significant production, and increases total 2P reserves
from 478 MMboe to 886 MMboe. 2P and 2C reserves are up from 540 MMboe to 1,217
MMboe.
Long-term value impact
• Oil is essential for Nigeria’s economic development and will remain so for several
decades. Revenues from oil not only fund the country’s day-to-day activities, but will
also be used to fund Nigeria’s transition to cleaner energies such as natural gas and
renewables, which will power Nigeria long after its oil has depleted.
Achieved in 2024
• Gas sales of 111 MMscfd (FY23: 114.1 MMscfd) to support electricity
generation in Nigeria; readied ANOH Gas Processing Plant for
commissioning, with launch expected in 2025 owing to delays in
third-party infrastructure; Oben volumes increased following two-week
maintenance and upgrades; Sapele Integrated Gas Plant
commissioned in Q4 24, commercial activities began in 2025, with
significant reduction in routine flaring and monetisation of captured
gas.
Long-term value impact
• Natural gas is Nigeria’s logical transition fuel and will be essential for
providing daytime power to millions of Nigerians as the country’s
population grows. Even as renewables increase in capacity, gas will
continue to be essential for overnight baseload, and its use in
manufacturing products such as fertiliser and cement is unlikely to
be challenged by green fuels for many decades, given its availability
and low cost in Nigeria.
Achieved in 2024
• We continued to assess business opportunities in power and renewables, however we
focused on closing out the MPNU transaction in 2024. We will continue to look at
opportunities to enter the power and renewables market in ways that will generate value
for shareholders.
Long-term value impact
• Nigeria’s abundant sunlight and wind makes it an attractive place to generate renewable
energy that will power Nigeria’s future prosperity decades from now. Seplat Energy will
continue to seek opportunities in this sector in-line with its strategic goals.
Suppliers and
contractors
Host communities
Customers
Government and
regulators
OVERVIEW
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FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
23
Annual Report and Accounts 2024
Working with stakeholders
to deliver value
We aim to create shared value for our business and the communities we serve. To
achieve this we have implemented a comprehensive stakeholder engagement
programme that enables open dialogue with our stakeholders on important issues.
Workforce
Why we engage
A strong and harmonious relationship with
our employees is critical for our business.
We strive to continuously improve our
employee value proposition, strengthen
engagement, and achieve better
productivity.
How we engage
• Regular manager one-to-one meetings
providing two-way engagement
• Monthly newsletters
• Quarterly town halls and ‘Ask Us’
sessions with HR leadership
• Quarterly Joint Consultative Committee
(JCC) meetings between Employees and
Management
• Annual Employee engagement surveys
Important issues
• Working conditions
• Pay and benefits
• Health, safety and security
• Human rights and community relations
• Business ethics
• Training and development
• Diversity and inclusion
• Economic outlook
How we respond
• Offer attractive pay, benefits and working
conditions for all staff
• Company-wide focus group sessions to
deepen understanding of survey results
• Taking actions to address concerns
arising from survey outcomes and
enhance the Seplat culture and
employee engagement
• Regular seminars on health, welfare and
safety
Performance
• $74.4 million in salaries and benefits
• 80% positive to neutral engagement
• Improved employee retention, YoY
turnover rate down to c. 4%
• 95% response rate to employee
engagement surveys
• Strong improvement in Employee Net
Promoter Score (eNPS) from 28% to 40%
in 2024
Alignment to SDGs
Shareholders and providers
of capital
Why we engage
Regular dialogue provides our shareholders
and capital providers with updates that
maintain their confidence in our strategy and
performance, encouraging further
investment and enabling them to give
valuable feedback to our management.
How we engage
• One-to-one meetings
• Roadshows
• Capital markets events
• Investor conferences
• Results announcements and calls
• Regulatory announcements
• Annual Report
• AGM
• Site visits
Important issues
• Financial performance
• Operational performance
• Project delivery
• M&A strategy
• Capital allocation
• Evacuation security
• GHG emissions and other actions against
climate change
• Health, safety and security
• Human rights and community relations
• Critical Incident Risk Management
• Business ethics
• Legal and regulatory environment
How we respond
• Committed to open, transparent and
timely communication and interaction
• Meet or exceed operational and financial
expectations in the market
• Communicate clear capital allocation
priorities and strategy
• Timely repayment of debt (principal and
interest)
• Timely provision of information as required
Performance
• Met market expectations
• $91.4 million dividends paid in 2024
• $84.0 million paid in interest and fees to
providers of capital
• Around 280 investor meetings
Alignment to SDGs
Joint venture (JV) partners
Why we engage
Maintaining strong relationships with our JV
partners is key to conducting our operations
safely, responsibly and efficiently. It also
ensures financial obligations such as cost
recovery are met between partners.
How we engage
• Statutory governance meetings with
partners are held for budget and
performance discussions, in accordance
with the provisions of the JOA
• Quarterly Management Review (QMR)
meetings
Important issues
• Joint Operating Agreement (JOA)
• Health, safety and security
• GHG, Emissions and pollution
• Human rights and community relations
• Critical Incident Risk Management
• Business ethics and relations
• Responsible supply chain management
• Management of the legal and regulatory
environment
How we respond
• Deliver operational targets
• Budget management and control
• Periodic reporting
Performance
• Seplat continues to maintain strong
relationships with its partners, with
collaborative relationships to manage risk,
improve our processes and efficiency
and minimise impact on the environment
• 48,618 kboepd net production Onshore,
up 2% on prior year
• c.99% cost recovery from partners
Alignment to SDGs
OVERVIEW
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FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Stakeholder engagement
Seplat Energy Plc
24
Annual Report and Accounts 2024
Suppliers and contractors
Why we engage
We rely on suppliers and contractors whose
products and services enable our production
of oil and gas.
How we engage
• Annual Vendor Forum across Seplat
locations
• Vendor Merit Awards
• Women-owned business forum
• Contractors empowerment workshop
• Performance reviews
Important issues
• Health, safety and security
• Business ethics
• Critical Incident Risk Management
• Responsible supply chain management
How we respond
• Simplified relationship management
process, implementing consistent
policies, standards and procedures
Performance
• We continue to maintain strong
relationships across our supply chain,
with 597 active contracts in Seplat
Onshore, and a further 692 in SEPNU.
These collaborative relationships help us
to manage risk and improve processes
• 114 community vendors awarded
contracts in 2024 in Seplat Onshore
• 2,993 attendees at the annual Seplat
Energy Vendor Forum
• 208 participants at a contractor
empowerment workshop
• Held first women owned business forum
to engage with local female business
owners
Alignment to SDGs
Host communities
Why we engage
The sustainability of our business is
dependent on the relationships we build with
the communities in which we operate and
the contribution we make to their welfare
and economic development..
How we engage
• Host Community Trusts
• Regular dialogue with communities
• Annual host community surveys
Important issues
• Health and safety
• GHG emissions
• Emergency preparedness
• Human rights and community relations
• Business ethics
• Biodiversity
• Responsible supply chain management
How we respond
• Skills development programme
• Dispute resolution
• Community projects
• Priority contractors
• Job creation
Performance
• $15.2 million invested in social investment
programmes (JV cost)
• $17.6 million paid to NDDC, $3.2 million to
NCDF (JV cost)
Alignment to SDGs
Customers
Why we engage
Being responsive to our customer needs
and expectations means delivering
exceptional service and improving the
customer experience.
How we engage
• Personal meetings
• Reports
• Reconciliation sessions
• Quarterly meetings
Important issues
• Business ethics
• Evacuation security, pipeline availability
• Asset integrity
• Responsible supply chain management
How we respond
• Efficient delivery of on-spec products
• Availability of pipeline
• Improved service levels
Performance
• 12.4 MMbbls of oil delivered
• 40.8 Bcf of gas supplied
• 100 MMscfd in 3 new GSAs
Alignment to SDGs
Government and regulators
Why we engage
Building and maintaining relationships based
on transparency and trust with governments
and regulators is the foundation of
collaboration.
It secures our licence to operate, advances
mutually beneficial objectives and protects
our ability to contribute to policy formulation.
How we engage
• Personal meetings
• Press releases
• Reports
• Conferences, workshops and
roundtables
• Sponsorships and events
• Capacity building programmes
Important issues
• Health and safety
• Emergency preparedness
• Human rights, local content development
and community relations
• Business ethics
• Biodiversity
• Infrastructure development
• Energy security and supply
• Energy transition
• Responsible supply chain management
• Management of the legal and regulatory
environment
• Technology, Innovation and Skills
upscaling
How we respond
• Regulatory compliance
• Safety priority
• Collaborate to enhance the economy
• Stakeholder training and capacity building
• Sustained production
• Job creation
• Energy security
• Climate change adaptation
Performance
• $185.1 million in royalties
• $253.1 million in fees and taxes
• $208.1 million in capex
Alignment to SDGs
OVERVIEW
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GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
25
Annual Report and Accounts 2024
Strong leadership
skills and expertise
Our Senior Leaders are responsible for delivering value creation
across the six pillars of our strategy, as detailed on pages 14-15.
Collectively, they bring decades of operational and management
experience in Nigeria’s oil and gas sector.
23%
Executive Directors
31%
Women on the senior
leadership team (SLT)
Skills and experience
of the Senior Leaders
• Upstream oil and gas
• Legal, regulatory and
stakeholder relations
• Midstream gas
• Corporate finance, mergers
and acquisitions
• Corporate governance and
business ethics
• Project execution and
delivery
• Strategy and risk
management
• Health & Safety
• Sustainability
• Human capital management
Roger Brown
CEO/ED
Joined Seplat: 2013
Responsible for:
Providing overall leadership,
Strategic direction, and
decision-making to achieve the
organisation’s goals and
objectives while ensuring
sustainable growth and
profitability.
Samson Ezugworie
COO/ED
Joined Seplat: 2022
Responsible for:
Managing all Seplat operations
– maintaining safe, reliable,
profitable, and sustainable
operations.
Eleanor Adaralegbe
CFO/ED
Joined Seplat: 2015
Responsible for:
Ensuring optimal capital
distribution, maintaining fiscal
responsibility, fostering strong
relationships with commercial
and investor partners, and
implementing effective risk
management strategies.
Okechukwu Mba
Director, New Energy
Joined Seplat: 2010
Responsible for:
The New Energy Directorate
with the responsibility to
champion Seplat’s energy
transition.
Oladotun Isiaka
Managing Director Seplat
Producing Nigeria Unlimited
(SEPNU)
Joined Seplat: On completion
of MPNU acquisition in 2024
Responsible for:
Leading and driving growth and
profitability plans for SEPNU,
Seplat's recently acquired
offshore shallow water interest
(OMLs 67, 68, 70 & 104).
OVERVIEW
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ADDITIONAL INFORMATION
Senior leadership
Seplat Energy Plc
26
Annual Report and Accounts 2024
Edith Onwuchekwa
Director Legal / Company
Secretary
Joined Seplat: 2019
Responsible for:
The legal, governance
compliance, and company
secretarial health of Seplat
Energy PLC and its various
subsidiaries across Nigeria and
the United Kingdom.
Effiong Okon
Managing Director, ANOH Gas
Processing Company Limited
Joined Seplat: 2018
Responsible for:
AGPC (Apr 2024 to date) for the
development of Assa North Gas
Field (midstream gas business)
and future growth projects..
Previously (May 2022 to Apr
2024) the New Energy
Directorate with the
responsibility to champion
Seplat’s Energy PLC transition
Ayodele (Ayo) Olatunde
Managing Director, Seplat West
Ltd.
Joined Seplat: 2014
Responsible for:
Safe and effective delivery of
SEPLAT Western Assets (OMLs
4, 38 & 41) Unit business plan
and associated Work
Programme and Budget.
Responsible for ensuring the
asset operations' efficiency and
effectiveness, with full
responsibility for profit and loss
accountability.
Ibi-Ada Itotoi
Managing Director, Seplat East
Ltd.
Joined Seplat: 2013
Responsible for:
Overseeing the operations of
Seplat East (OML 53) and
providing oversight for Seplat’s
interests in OML 56..
What the Senior Leaders delivered in 2024
Strategic Growth and Asset
Development
Health, Safety, and Environmental
Financial Performance and
Governance leadership
• Completed the acquisition of MPNU, the
largest acquisition in the company’s
history, adding 71 kboe/d production
and 670 MMboe of 2P+2C reserves to
Seplat’s Pillar 1 and Pillar 2 businesses.
• Completed the intra-group transfer of
OML 53 to Seplat East Onshore Limited
with full regulatory and joint venture
partner approvals.
• Achieved another complete year
without a LTI.
• Over 95% performance in asset
integrity and process safety, with zero
fugitive emissions from EA facilities.
• Provided safety leadership to AGPC,
achieving 14.5 million man-hours LTI-
free and no security incidents in
challenging regions.
• Increased the total dividend by 10% to
$16.5 c/share, representing the highest
dividend paid to shareholders.
• Strengthened group cash position and
maintained balance sheet leverage.
• Guided the PLC Board through the 2023
succession plan, onboarding three
industry leaders as Independent Non-
Executive Directors.
• Resolved governance, regulatory, and
court challenges raised by minority
shareholders, restoring status quo and
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ADDITIONAL INFORMATION
Senior leadership continued
Seplat Energy Plc
27
Annual Report and Accounts 2024
Pius Ozoemenam Udeh
Managing Director, Elcrest
Exploration and Production Ltd.
Joined Seplat: 2013
Responsible for:
Managing Elcrest subsidiary,
focusing on maximising
production from OML40.
Chioma Yvonne Afe
Director External Affairs &
Social performance
Joined Seplat: 2023
Responsible for:
The strategic global positive
reputation of the Seplat Brand,
overall external relations, and
managing the corporate social
performance strategies and
initiatives.
Steve Ojeh
Director, Corporate Services
Joined Seplat: 2021
Responsible for:
The Human Resources,
Business Services, and
Information Technology
departments of Seplat Energy
and its various subsidiaries in
Nigeria and the United Kingdom.
Oversees responsibilities in
these areas, collectively
contributing to building a
positive work culture, attracting
and retaining talent, and
supporting the organization's
overall success.
Alasdair Mackenzie
Director, Strategy, Planning and
Business Development
Joined Seplat: 2021
Responsible for:
Corporate Strategy, Business
Planning and Performance,
Economic and Decision Analysis,
Post Investment Analysis,
Business Development,
Research and Content.
What the Senior Leaders delivered in 2024
Operational Excellence and
Innovation
Infrastructure and Sustainability
Cultural Transformation and People
Management
• Restructured and revolutionised the
Well Engineering Department for top-
quartile performance in well delivery.
• Brought onstream two new oil fields,
Sibiri and Abiala.
• Completed construction of the Sapele
Integrated Gas Plant.
• Maximised hydrocarbon resource
recovery using techniques such as
WRM, deferment management,
production system optimisation,
strategic cost leadership, and asset
• Adoption of the ISSB Sustainability
Disclosure Standards.
• Achieved ISO 55001 certification.
• Developed a portfolio of third-party gas
opportunities for evaluation to fill
process capacity ullage at the Sapele
and Oben gas processing hubs.
• Achieved a top-quartile employee
engagement rating, benchmarked against
global best workplaces, with strong
performance in themes like Organizational
Leadership, Diversity and Inclusion, and
Sustainability.
• Refreshed the company culture (SF-
InPACT), embedding it in recruitment,
performance management, leadership
training, and employee surveys.
• Expanded the Seplat Women’s Awesome
Network (SWAN) with improved conditions
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Senior leadership continued
Seplat Energy Plc
28
Annual Report and Accounts 2024
Operating review
A transformed
portfolio
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
29
Annual Report and Accounts 2024
Following the acquisition of MPNU, our
portfolio consists of eleven oil and gas
blocks in onshore and shallow water
locations in the prolific Niger Delta, as
well as operating interests in three
export terminals. We also operate gas
processing plants at Oben in OML 4 and
Sapele in OML 41, and are soon to open
the 300 MMscfd ANOH Gas Processing
Plant in OML 53 as a joint venture with
Nigeria Gas Infrastructure Company
(NGIC).
Samson Ezugworie
Chief Operating Officer
Aggregate production
(boepd)
52,947
2P Reserves
(MMboe)
886
Number of wells drilled
13
Liquids production
(bopd)
33,465
Gas production
(MMScfd)
111.4
Carbon intensity
from operated assets
(kgCO2e/boe)
32.3
Reserves and Resources
Following completion of the acquisition of Mobil Producing Nigeria Unlimited (‘MPNU’), now renamed Seplat Energy Producing Nigeria Unlimited
(‘SEPNU’), the Company’s oil and gas portfolio now comprises direct interests in 11 oil and gas blocks, all of which are located in shallow water,
onshore and swamp areas of the Niger Delta. This portfolio provides the Group with a strong inventory of oil and gas reserves and production
capacity, as well as material upside opportunities to add reserves through future development activities.
The Group’s audited 2P reserves, were assessed independently by Ryder Scott Company, L.P. for the onshore assets and by ERC Equipoise for
the SEPNU assets. Total 2P reserves increased by 408 MMboe from 478 MMboe at the end of 2023 to 886 MMboe at the end of 2024. The
increase in 2P reserves is attributed to 395 MMboe from SEPNU and positive revisions to reserves at OMLs 4, 38, 41 and OML 53.
Working interest 2P reserves as of 1st January 2025
Asset
Seplat
2P reserves at 31-Dec-2024
2P reserves at 31-Dec-2023
Liquids
Gas
NGLs
Total
Liquids
Gas
NGLs
Total
%
MMbbl
Bscf
MMbbl
MMboe
MMbbl
Bscf
MMbbl
MMboe
OMLs 4, 38, 41
45 %
138
655
—
251
135
617
—
242
OML 402
45 %
26
—
—
26
24
—
—
24
OML 53
40 %
49
789
—
185
51
747
—
180
OML 55
Fin Interest
3
—
—
3
3
—
—
3
OPL 283
40 %
9
81
—
22
9
81
—
23
Abiala
95 %
4
—
—
4
4
17
—
6
Seplat Onshore Total
229
1,525
—
492
226
1,463
—
478
OML 67, 68, 70
40 %
276
—
—
276
—
—
—
—
OML 104
40 %
41
—
—
41
—
—
—
—
SEPNU Gas1
40 %
248
43
NGL
51 %
—
—
35
35
—
—
—
—
SEPNU Total
317
248
35
395
—
—
—
—
Seplat Group Total
546
1,773
35
886
226
1,463
—
478
1.
Due to integrated nature of the SEPNU fields, gas and NGLs resources have not been classified across individual assets
2.
Eland has a 45% working interest in OML40 until the Westport loan is fully repaid in accordance with the loan agreement, reverting to 20.25%
3.
Quantities of oil equivalent are calculated using a gas-to-oil conversion factor of 5,800 scf of gas per barrel of oil equivalent.
Note: totals in the table may not add due to rounding
The Group’s audited 2C resources increased by 432% to 330 MMboe, comprising 89 MMbbls of oil and condensates and 1,402 Bscf of natural
gas. The increase was supported by the MPNU acquisition, positive revisions on resources in place, and revision of Abiala 2P gas reserves to
2C resource. Excluding the impact of SEPNU, 2C resources rose 35% to 84 MMboe, comprising 46 MMboe oil and condensates and 220 Bscf
of gas.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Operating review continued
Seplat Energy Plc
30
Annual Report and Accounts 2024
Working interest 2C reserves as of 1st January 2025
Asset
Seplat
2C reserves at 31-Dec-2024
2C reserves at 31-Dec-2023
Liquids
Gas
Total
Liquids
Gas
Total
%
MMbbl
Bscf
MMboe
MMbbl
Bscf
MMboe
OMLs 4, 38, 41
45 %
31
122
52
29
111
48
OML 40
45 %
4
—
4
3
—
3
OML 53
40 %
10
80
24
4
32
10
OML 55
Fin Interest
—
—
—
—
—
—
OPL 283
40 %
1
4
2
1
4
2
Abiala
95 %
—
15
3
—
—
—
Seplat Onshore Total
46
220
84
37
146
62
OML 67, 68, 70
40 %
30
1,047
211
—
—
—
OML 104
40 %
12
134
36
—
—
—
SEPNU Total
42
1,181
247
—
—
—
Seplat Group Total
89
1,402
330
37
146
62
Note: totals in the table may not add due to rounding
The Group’s working interest 2P reserves and 2C resources stood at 1,217 MMboe as of 31 December 2024, comprising 669 MMbbls liquids and
3,175 Bscf of natural gas (547 MMboe). Onshore reserves & resources amounted to 575 MMboe (comprising 274 MMbbls of liquids and 1,745
Bscf of gas) and offshore amounted to 641 MMboe (comprising 394 MMbbls of liquids and 1,430 Bscf of gas).
Note: In the Operating review section, ‘Seplat Onshore’ refers to the legacy assets owned by Seplat Energy prior to the acquisition of MPNU.
‘SEPNU/Seplat Offshore’ refers to the recently acquired shallow water assets.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
31
Annual Report and Accounts 2024
Group Production
Working interest production for the twelve months ended 31 December 2024
Asset
Seplat WI
FY 2024
FY 2023
Liquid
Gas
NGLs
Total
Liquid
Gas
NGLs
Total
%
bopd
MMscfd
bpd
kboepd
bopd
MMscfd
bpd
kboepd
OMLs 4, 38, 41
45 %
14,992
108
—
33,614
14,866
114
—
34,538
OML 40
45 %
11,506
—
—
11,506
10,455
—
—
10,455
OML 40 - Abiala
95 %
19
—
—
19
—
—
—
—
OML 53
40 %
1,933
—
—
1,933
1,212
—
—
1,212
OPL 283
40 %
1,547
—
—
1,547
1,554
—
—
1,554
Seplat Onshore Total
29,997
108
—
48,618
28,087
—
—
47,758
OMLs 67, 68, 70
40 %
2,864
3
272
3,572
—
—
—
—
OML 104
40 %
556
—
—
556
—
—
—
—
OML 99 (A/K Field)
10 %
48
1
201
—
—
—
—
SEPNU Total
3,468
3
272
4,329
—
—
—
—
Total
33,465
111
272
52,947
28,087
—
—
47,758
2024 includes 19 days of SEPNU production averaged across the calendar year
Liquid production volumes as measured at the LACT (Lease Automatic Custody Transfer) unit for OMLs 4, 38 and 41, OML 40 and OPL 283 flow station.
Gas conversion factor of 5.8 boe per scf.
Volumes stated are subject to reconciliation and may differ from sales volumes within the period.
In 2024, total liquids production improved on 2023, as the Company produced 11.0 MMbbls of oil, 7.1% higher than 10.3 MMbbls delivered in 2023,
on a like-for-like basis. Including the benefit of SEPNU assets from completion, production increased by 19.3% to 12..2 MMbbls. This was partially
offset by gas production which was 5.1% lower at 39.5 Bcf (2023: 41.6 Bcf) when comparing on a like-for-like basis. Including SEPNU’s post-
completion gas production, total gas production closed at 40.8 Bcf, 2.1% lower than 2023’s production. Following completion of the acquisition of
MPNU, the Company produced 99.7 kbbls of NGLs in the final 19 days of the year. The production mix, including SEPNU, was 63.2% oil, 36.3%
gas, and 0.5% NGLs.
2024 working interest production by quarter
Asset
Seplat
WI
Q1 2024
Q2 2024
Q3 2024
Q4 2024
Liquid
Gas
NGLs
Total
Liquid
Gas
NGLs
Total
Liquid
Gas
NGLs
Total
Liquid
Gas
NGLs
Total
%
bopd
MMscfd
bpd
kboepd
bopd
MMscfd
bpd
kboepd
bopd
MMscfd
bpd
kboepd
bopd
MMscfd
bpd
kboepd
OMLs 4, 38, 41
45 % 15.1 109.5 — 34.0 15.5 107.9 —
34.1 14.6 93.6 — 30.8 14.8 121.1 — 35.7
OML 40
45 % 12.5
— — 12.5 10.6
— —
10.6 11.3
— —
11.3 11.6
— —
11.6
OML 40 -
Abiala
95 %
—
— —
—
—
— —
—
—
— —
— 0.1
— —
0.1
OML 53
40 % 1.3
— —
1.3 1.2
— —
1.2 2.1
— —
2.1 3.2
— —
3.2
OPL 283
40 % 1.6
— —
1.6 1.7
— —
1.7 1.6
— —
1.6 1.3
— —
1.3
Seplat Onshore
30.5 109.5 — 49.4 29.0 107.9 — 47.6 29.6 93.6 — 45.8 31.0 121.1 — 51.8
OMLs 67, 68, 70
40 %
—
— —
—
—
— —
—
—
— —
— 11.4 10.0 1.1
14.2
OML 104
40 %
—
— —
—
—
— —
—
—
— —
— 2.2
— —
2.2
OML 99
(A/K Field)
10 %
—
— —
—
—
— —
—
—
— —
— 0.2
3.5 —
0.8
SEPNU
—
— —
—
—
— —
—
—
— —
— 13.8
13.5 1.1
17.2
Total
30.5 109.5 — 49.4 29.0 107.9 — 47.6 29.6 93.6 — 45.8 44.8 134.6 1.1 69.0
1.
4Q 2024 includes 19 days of SEPNU production averaged across the quarter
2.
Liquid production volumes as measured at the LACT (Lease Automatic Custody Transfer) unit for OMLs 4, 38 and 41, OML 40 and OPL 283 flow station.
3.
Gas conversion factor of 5.8 boe per scf.
4.
Volumes stated are subject to reconciliation and may differ from sales volumes within the period.
Average daily working interest production, excluding SEPNU’s production contribution, increased by 1.8% to 48,618 boepd, modestly above the
midpoint of our guidance range (46,000-50,000 boepd). The improvement in production was broadly supported by higher production on our
Eastern Assets following resumption of evacuation via the Trans Niger Pipeline (TNP). In addition, strong well performance from the 2023 drilling
programme at OML 40 contributed to sustained strong production during the period. Average daily working interest production (inclusive of
SEPNU’s production) increased by 10.9% to 52,947 boepd in 2024, compared to 47,758 boepd in 2023. As such, reported production, was
delivered above the top end of our guidance range.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Operating review continued
Seplat Energy Plc
32
Annual Report and Accounts 2024
Seplat Energy Producing Nigeria Unlimited
(SEPNU)
Seplat completed the acquisition of SEPNU (previously Mobil
Producing Nigeria Unlimited, or MPNU) on 12 December 2024. The
cash consideration on closing was $800 million, including $128.3
million deposit paid in 2022. All operations have been consolidated
since this point and are included in reported accounts. Since the
completion of the transaction Seplat has focused on integration of the
businesses across people and systems, and budget planning for
2025. These workstreams are progressing well. As part of the
transaction up to $300 million of contingent consideration may also
be paid, subject to certain performance conditions over the period
five-year period 2022-2026. For 2022 and 2023 a total of $43 million
was paid (included in closing consideration), meaning a maximum of
$257 million could be paid . For 2024 contingent payment three (CP3)
was not paid as the volume performance target was not met.
For the full year 2024, MPNU recorded average working interest
production of 69.4 kboepd, down 9% on 2023. Across product lines,
85% was crude and condensate, 4% NGL, and 12% gas. The
Amenam-Kpono field (A/K) contributed 4.0 kboepd to average daily
production.
From 12 December 2024 to year-end the annualised average
contribution of SEPNU to Seplat’s daily average working interest
production was 4,329 boepd (Liquids: 3,468 bopd, NGLs: 272 bpd,
Gas: 3.1 MMscfd).
Since completion of the acquisition the key focus points have been;
integration and 2025 budget planning with our JV partner. These
discussions have commenced with strong partner alignment to
increase opex and capex activities, which are designed to improve
integrity, reliability and deliver sustained production growth. The most
significant 2025 investments include contracting two additional
barges (one for integrity work and the other for well work to restore
production from idle wells) and replacement of the Inlet Gas
Exchanger (IGE) on EAP NGL facility.
In addition a number of projects will be undertaken, within operating
and maintenance (O&M) activities. The work program is designed to
provide a strong foundation that will lead to improved uptime
supporting further production growth in 2026 and beyond.
The Company has also begun planning for longer term growth
activities, including drilling of new production well stock, which requires
contracting a jack-up rig, and other key growth opportunities such as
new field developments and commercialisation of the large gas
resource base.
Seplat Onshore
Western Assets
In OMLs 4, 38, & 41, working interest liquids production rose by 0.8%
to 14,992 bopd (2023: 14,866 bopd). The marginal improvement in
liquids production was due to improved export route availability
through the year compared to 2023 when the Trans Forcados
Pipeline (TFP) - Forcados Oil Terminal (FOT) export route was
unavailable for a combined 69 days in the second half of 2023. Some
operational challenges on the TFP-FOT route were experienced as
leak repairs were carried out on the line in September and October,
incurring 40-days downtime. However, due to availability of the AEP-
EOT route, impact on operations was minimal, again highlighting the
benefit of having multiple evacuation route options. Total deferment
on our Western Assets for 2024 was 18%, a significant improvement
on 2023’s 26%.
Elcrest
Production at OML 40 continued to improve during the year as
average daily working interest production rose by 10.1% to 11,506
bopd, from 10,455 bopd in 2023. The improved production is due to
the impact of a successful drilling campaign, improved well
performance, and improved availability of evacuation routes during the
year. For context, overlapping downtime on our alternative evacuation
routes was one day in 2024. Total deferment on OML 40 was 13%,
significantly lower than the 30% recorded in 2023.
Sibiri oil field
In our FY 2023 results, we communicated the receipt of regulatory
approval for the full lifecycle field development plan for Sibiri oil
discovery in February 2024. The well performance recorded at Sibiri
has been strong, reflected in OML 40 growth 2024 vs. 2023), and
supports additional development drilling.
We are pleased to confirm plans to drill three wells (Sibiri-C, Sibiri-D, &
Sibiri-E) at the Sibiri field in the 2025 drilling program as part of the
development phase of the project. The Sibiri well programme will
commence in H2-2025, and is expected to produce at a gross rate of
approximately 4,800 bopd when onstream.
Abiala oil development
We achieved first oil at the Abiala Marginal Field on 15th September,
2024, following completion of an extended well test at Abiala-1. Abiala
produced crude through an extended well test (EWT) during part of
Q4 2024, resulting in the production of 6,978 barrels of oil (annualised
average 19 bopd) which was barged and trucked to storage.
The EWT was renewed in January 2025 and the well has been
producing, via a single production string, at c.1,000 bopd through the
test separator. On 13th February 2025, the field development approval
(‘FDP’) was received from the Nigerian Upstream Petroleum
Regulatory Commission (NUPRC), and as such, work has commenced
to begin production from all four production strings across the two
wells (Abiala 1 W/O and Abiala-2). We retain our target for gross field
production at c.5,000 bopd, and forecast reaching this level in Q2
2025.
Eastern Assets
In OML 53, daily working interest production increased 60% to 1,933
bopd in 2024, from 1,212 bopd in 2023, due to improved access to
evacuation routes for the asset during the year. We reported in our Q1
2024 results that the TNP export line resumed preliminary operations
before progressing to daylight operations, and during Q4 2024 the
pipeline re-commenced 24-hour operations. Production from our
Ohaji field is now split between the Waltersmith refinery (WSR) and
the TNP line for export via the Bonny terminal.
Production from our Jisike field improved significantly in the final
quarter of the year as the reliability of the Antan-Ebocha-Brass
terminal route improved. The line had an uptime of 89% in the final
four months of the year, compared to 31% in the first eight months.
For context, the magnitude of improvement in production from OML
53 in Q3 and Q4 2024 is reflected in production increasing by 85%
and 129% respectively.
In OPL 283, production declined marginally by 0.5% to 1,547 bopd
(2023: 1,554 bopd).
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
33
Annual Report and Accounts 2024
Drilling activities
In our 2024 drilling programme, we completed 11 of the 13 wells
planned during the year, with the final two wells completing shortly
after year end. The campaign focused on our assets in OMLs 4, 38, &
41 and OML 40. Eight wells from the 2024 programme are currently
contributing to production, adding a combined 6,000 bopd and 46
MMscfd on a gross basis.
In OML 4, 38, & 41, we delivered seven wells (Ovhor-21, Ovhor-22,
Ovhor-23, Sapele-38, Oben-55, Oben-56, & Oben-54) within the
financial year. All the completed wells except Ovhor-23 are now
onstream and contributing to production. Ovhor-23 which has been
completed is currently shut-in, pending completion of a bottom hole
pressure (BHP) survey. The final two wells in the 2024 plan, Ovhor-24
and Oben-57 finalised installation of their respective production
strings early in 2025. The wells are expected to produce at a
combined gross rate of 3,500 bopd and 3.9 MMscfd, once onstream.
At OML 40 and Abiala marginal field, we completed the four wells in
the drilling programme for 2024. Gbetiokun-12, Gbetiokun-13, Abiala-1
W/O, and Abiala-2 were the wells completed during the year.
Production has commenced from Gbetiokun-12. Production is
expected to commence from Gbetiokun-13, Abiala-1 W/O and
Abiala-2 in Q1-2025 with a combined target gross production of
approximately 6,500 bopd.
Midstream Gas business performance
Seplat Energy continues to play a critical role in expanding the
domestic gas market to fuel the Nigerian economy's growth. During
the period, the Company delivered 40.8 Bcf (2023: 41.6 Bcf) of gas,
and 39.5 Bcf excluding the contribution from SEPNU. The average
daily working interest gas production volumes decreased by 2.3% to
111.4 MMscfd, from 114.1 MMscfd in 2023. Excluding SEPNU’s
production, average daily working interest gas production volumes
decreased by 5.3% to 108.0 MMscfd. The decline in gas production
was due to the two-week shutdown of the Oben Gas Plant for the
turnaround maintenance (TAM) activities as well as the impact of
delays in bringing new gas wells onstream in the first half of the year.
As detailed below, progress on major onshore midstream gas
projects continues and we expect onshore gas production to grow in
2025.
The business continues to pursue growth opportunities to maximise
the utilisation of the Oben Gas Plant. During the year, the Company
signed three new Gas Sales Agreements (GSA) in addition to existing
contracts. The new off-takers are taking up to a combined 100
MMscfd. We continue to negotiate with additional potential buyers for
new gas sales contracts as gas demand continues to grow in the
domestic market.
Oben Gas Plant
The turnaround maintenance (TAM) activities at the Oben Gas Plant
were successfully carried out during August. The TAM was completed
ahead of schedule and under budget with the gas plant restarting on
August 28th, one day ahead of plan. Alongside statutory activities, a
number of additional activities were delivered concurrently, such as;
de-bottlenecking of condensate separators, conversion of inlet valves
to support lower pressure production, tie-ins for Western Assets’
flares out projects, an upgrade of the gas metering system and a
power upgrade for a new 1.2 MVA gas Gen Set, delivering on our
corporate diesel displacement initiatives.
Following completion of the TAM activities, gas production has
significantly improved, with average daily working interest production
of 121.1 MMscfd in Q4 2024. This includes peak working interest daily
production of 132.3 MMscfd recorded on 11 December.
Sapele Gas Plant
The Sapele Gas Plant is an 90 MMscfd plant, capable of processing
both Non-Associated Gas (NAG) and Associated Gas (AG) which
meets export specifications and LPG processing module which will
supply LPG to the domestic market. The project will also contribute
significantly to Seplat’s target to end routine flaring by the end of
2025.
Work at the new Sapele Gas Plant has continued through the year.
The initial 30 MMscfd Mechanical Refrigeration Unit (‘MRU’) was
completed in Q4 2024, in line with expectations. The start of
commercial operations began in February 2025, and the first module
is currently ramping up to full capacity.
In 2025, work will continue for the second MRU, which will lift total
production capacity to 90 MMscfd. The upgraded facility will produce
gas that meets export specifications, and the LPG processing module
will enhance the economics of the plant and eliminate routine gas
flaring.
We note that in early 2025, the combination of Oben and Sapele gas
plants in operation has seen onshore gas production regularly exceed
300 MMscfd on a gross basis (>135 MMscfd on a working interest
basis).
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Operating review continued
Seplat Energy Plc
34
Annual Report and Accounts 2024
ANOH Gas Processing Company (AGPC)
In 2024, AGPC achieved 14.7 million man-hours without Lost Time
Injury. We are pleased to note that the ANOH Gas Plant is now ready
to receive commissioning gas, doing so in the early part of 2025. The
river crossing element of the OB3 line has continued to prove
technically challenging for NGIC in H2 2024 and at the year end the
tunnelling operations remained at 1.12 km of the 1.85 km of the river
crossing. Significant additional equipment has been delivered to site
and tunnelling has recommenced with a target completion in 2Q
2025. This is a top priority for NNPC as well as the government, and
we monitor progress on a continuous basis.
The ANOH Gas Plant commissioning plan continues to progress. The
original plan was to use processed gas (dry gas) from the OB3
pipeline to commission the plant, but given the segment of the OB3
line needed is not yet operational, the Company has opted to
purchase gas from a third party to complete plant commissioning,
which will enable the plant to be ready for startup during 2Q 2025, in
line with our revised plan.
As reported previously the upstream wells and partner-operated spur
line are ready for operation.
With support of our partner, we are advancing discussions with third
party gas offtakers in the Eastern part of Nigeria who do not require
the OB3 line (one of which had previously executed a 50MMscfd gas
supply agreement, with a desire to increase to 100MMscfd in the first
half of 2026), thereby allowing the startup of the ANOH gas plant,
while we wait for completion of the OB3 pipeline to enable the plant
to reach full production. We expect volumes of gas to flow to other
customers from 3Q 2025, with a potential to flow up to half the
capacity of the plant.
As we have done in the past, we have added six months to the
expected date for commissioning of the pipeline as communicated
by our partner and thus we have subsequently moved the date for
transporting gas through the OB3 to 4Q 2025.
New Energy Business
In line with our strategy to deliver energy transition, we continue to
assess various midstream gas, power, and renewable investment
opportunities that are focused on increasing energy supply and
reliability, while lowering costs and reducing the carbon intensity of
Nigeria's electricity consumption.
In 2024, following detailed review, we decided not to progress a
potential investment in the power sector due to timing in relation to
closing out the MPNU acquisition. In 2025 we continue to assess a
number of potential investment opportunities, and in the early part of
the year are interrogating an opportunity in Compressed Natural Gas
(CNG) market. Furthermore we are exploring options to bring third
party gas into Oben Gas Plant in order to increase long-term gas
plant utilisation.
Ending routine flaring
Reducing the carbon intensity of our operations is a key strategic
focus. Seplat has implemented its end of routine flaring (EORF)
roadmap, which includes investments across our production facilities
to minimise Scope 1 & 2 greenhouse gas emissions and improve
overall energy efficiency.
The carbon intensity recorded on Seplat Onshore for the period was
32.3 kg CO2/boe, higher than the 29.4 kg CO2/boe recorded in 2023.
The increase in carbon intensity was primarily driven by increased
production from our Eastern Assets following reinstatement of TNP
Zone 6. Wells in our Eastern Assets are gas-rich, which leads to
associated gas emissions as production increases. The shutdown of
the Oben Gas Plant during the TAM activities carried out in August led
to higher emissions during the two-week period, also contributing to
higher carbon intensity compared to last year.
As we stated earlier, the first module of the Sapele Integrated Gas
Plant has commenced operations and is now producing. Once the
plant is operating at capacity, expected during 2025, it has the
potential to materially reduce the Group’s Scope 1 emissions.
Other ongoing key flare-out projects, include the Western Asset
Flares Out (installation of vapour recovery unit compressors), Sapele
LPG Storage & Offloading Facility, Oben LPG Project and Ohaji Flares
Out Project. The Company is on track to end routine flaring of gas
across its onshore assets in 2H 2025.
We are currently assessing the flaring regime within SEPNU, and will
report on emissions from 2025. Current planning includes potential
strategies which may be deployed to reduce emissions.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
35
Annual Report and Accounts 2024
HSE Performance
The Company achieved a total of 11.0-million hours without any Lost
Time Injury (LTI) on its operated assets in 2024 (2023: 8.7-million
hours), which reflects the Company's strong focus on safety and the
dedication of its workforce to maintaining a secure work environment.
Till date, the Company has achieved a cumulative 21.5-million-man
hours since last LTI recorded (on 13th October 2022). In addition, TRIR
was flat at 0.46, with five medical cases reported during this period.
No Tier 2 Process Safety Loss of Primary Containment (LOPC) incident
was recorded during the period. We note that there were no LTIs, nor
TRIRs on SEPNU assets in the period post completion.
The Company is on a path to achieve ISO 45001 and 14001 standards
certifications, demonstrating its commitment to top-tier safety and
environmental performance. During the year, we completed stage
one regulatory audit for ISO 14001, while stage one regulatory audit for
ISO 45001 is expected to be completed in March. Overall, we expect
to achieve these standards certifications by the end of Q2-2025 after
completion of stage two regulatory audits. These certifications are
globally acknowledged benchmarks for occupational health and
safety management systems and environmental management
systems, respectively.
Several activities took place during the year as part of efforts to
continue to strengthen our safety protocols. We conducted
stakeholder engagement on work at height, lifting & hoisting, and
excavation procedures, to ensure safety excellence in operations. We
also completed biodiversity action plans (BAP) field data gathering,
GHG scope 3 emissions employee surveys, and installation of water
meters across all our assets.
Petroleum Industry Act (PIA) Implementation
Status
Seplat made a conditional application to convert its onshore assets to
the PIA in October 2022 and executed conversion contracts with the
commission in February 2023 to preserve its right to convert to the
PIA subject to the evolution and resolution of the regulatory
landscape. Through 2024, the Company undertook extensive
technical reviews with the Commission to delineate its acreages with
the purpose of determining mining leases and prospecting licence
areas for retention, areas for relinquishment as well as the minimum
work program commitments on retained license areas. These
engagements were completed in November 2024 and Seplat made
its final submission to the Commission in December 2024 based on
agreed position. Seplat is pleased with the completion of this technical
process which has been on the critical path to completing the
Company’s PIA conversion process.
On 25th February, 2025 the Commission wrote to Seplat
acknowledging that delineation has been made based on principles
established in section 93 of the PIA, 2021. The Commission has
requested documentations from Seplat that would facilitate the
preparation of legal transfer documents on the retained Petroleum
Mining Leases (PMLs) and Petroleum Prospecting Licenses (PPLs).
Seplat will progress this accordingly.
Following the acquisition of MPNU, Seplat will be engaging with the
Commission to resume the process of conversion of its offshore
assets to PIA. Further updates will be provided in due course.
Samson Ezugworie
Chief Operating Officer
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Operating review continued
Seplat Energy Plc
36
Annual Report and Accounts 2024
Financial review
Maintaining fiscal strength in a
transformational year
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
37
Annual Report and Accounts 2024
2024 results benefited from higher
production, particularly oil production
and the consolidation of SEPNU for the
final 19 days of the year. Total revenue
reached a record $1.116 billion (Naira 1.652
trillion) reflecting higher output, partially
offset by modestly lower oil price
realisations. Group adjusted EBITDA
reached $539 million (Naira 796 billion),
including $99 million contribution from
SEPNU, a 20.3% increase on 2023. Net
debt increased to $898 million following
the completion of the acquisition of
MPNU, however pro-forma net leverage
of 0.7x was flat on 2023 as the company
maintained its strong balance sheet. We
look forward to further improvements in
key financial metrics in 2025 as a bigger
company.
Eleanor Adaralegbe
Chief Financial Officer
Note: throughout the Financial review section (pages 37-42) “FY-2024 Reported” includes 19 days of SEPNU on the income statement
and cashflow items. “FY2024 Onshore” reflects the Company’s 2024 performance excluding SEPNU. This has been included to
illustrate the underlying performance of the Company prior to the combination. “FY-2023 Reported” reflects the Company’s 2023
performance. The 2024 balance sheet is consolidated.
Operating Profit
Total Capex
Cash and cash equivalents
$437.9 million
$208 million
$470 million
(+75.6% from $249 million in 2023)
(+ 13% from $184 million in 2023)
(+ 4% from $450 million in 2023)
2024 results benefited from higher production, particularly oil production. This was partially offset by Brent oil price which averaged 3% lower than
in 2023 at $79.86/bbl, and lower gas production. Our onshore operations, recorded average realised oil price of $81.48/bbl, a $1.62/bbl premium
to Brent, while our blended realised gas price delivered strong growth, averaging $3.16/Mscf, a 9% increase on 2023. SEPNU’s operations have
been consolidated post 12 December 2024 completion, as such average realised oil and gas prices reported for 2024 were modestly lower at
$80.04/bbl, principally given weaker commodity pricing in 4Q 2024 while average realised gas price was $3.06/Mscf for the enlarged group.
Revenue
Reported
Reported
Onshore
Onshore
Reported
Description
Units
FY-2024
y/y change*
FY-2024
LfL y/y change
FY-2023
Oil volumes lifted
mmbbl
12.4
10 %
9.8
(13) %
11.3
Gas sales volume
Bscf
40.8
(2) %
39.5
(5) %
41.6
Average realised oil price
US$/bbl
80.04
(4) %
81.48
(2) %
83.39
Average Brent crude oil price
US$/bbl
79.86
(3) %
79.86
(3) %
82.15
Premium (discount) to Brent
US$/bbl
0.18
(85) %
1.62
31 %
1.24
Average realised gas price
US$/mscf
3.06
6 %
3.16
9 %
2.9
Crude oil revenue
US$m
991
6 %
798.5
(15) %
937.9
Gas revenue
US$m
124.9
1 %
121.8
(1) %
123.4
NGLs revenue
US$m
0.3
nm
0
— %
0
Total revenue
US$m
1,116
5 %
920.3
(13) %
1061.3
(Overlift)/underlift
kbbls
na
nm
382
(120) %
(1,865.0)
(Overlift)/underlift
US$m
10.5
(111) %
40.9
(141) %
(98.9)
Total revenue adjusted for (overlift)/underlift
US$m
1,126.7
17 %
961.2
— %
962.4
Crude oil revenue adjusted for (overlift)/underlift
US$m
1,001.5
19 %
839.4
— %
839
Total revenue from oil and gas sales for 2024, including the consolidation of SEPNU, rose 5.2% to $1,116.2 million ( N1,651.6 billion) from $1,061.3
million (N696.9 billion) in 2023. Adjusting reported revenue for 2024 underlifts and 2023 overlifts, total oil and gas sales were $1,126.7 million
(N1,667.2 billion) ($10.5 million/N15.5 billion underlift), 17.1% higher than 2023’s equivalent revenue figure of $962.4 million (N631.9 billion) ($98.9
million//N64.9 billion overlift).
Excluding the impact of SEPNU, and adjusting for underlift (overlift), total oil and gas revenue was stable at $961.2 million (N1,475.7 billion).
Reported crude oil revenue, including consolidation of SEPNU, rose 6% to $991.0 million (N1,466.4 billion) in 2024 from $937.9 million (N615.9
billion) in 2023, supported by 2.6 MMbbls of crude lifted in SEPNU between completion and year-end 2024. Excluding the impact of SEPNU, crude
oil revenue fell 14.9% to $798.5 million (N1,181.5 billion) in 2024. The lower crude oil revenue on our onshore assets was principally due to lower
liftings during the period. Total onshore crude oil liftings in 2024 fell 13% to 9.8 MMbbls in 2024 (2023: 11.3 MMbbls).
Reported gas revenue rose by 1.3%, reaching $124.9 million (N184.8 billion) in 2024, compared to $123.4 million (N81.0 billion) in 2023. Gas sales
represented 11% of total reported revenue in 2024. Excluding the impact of SEPNU, gas sales for the onshore business was $121.8 million (N180.2
billion) (2023: $123.4 million/N81.0 billion), representing 13% of total sales. The decline in gas sales is attributed to the 5.0% decline in gas sales
volume, which offset the 9.0% increase in realised gas prices by Seplat Onshore.
The business recorded $0.3 million (N0.4 billion) revenue from NGLs sales during the 19-day operating period of SEPNU in 2024.
The Group's average reconciliation loss factor remained stable at 3.4% in 2024 (compared to 3.5% in 2023), attributed to enhanced security
measures and strengthened asset integrity management during the period.
Gross profit
Units of
measurement
Reported
Reported
Onshore
Onshore
Reported
Description
FY-2024
y/y change*
FY-2024
LfL y/y change
FY-2023
Non-production cost:
Royalties
US$m
146.0
(20) %
156.6
(15) %
183.4
Depletion, depreciation, and amortisation
US$m
179.3
20 %
153.3
2 %
149.6
Production cost:
Crude handling fees
US$m
66.9
— %
66.9
— %
66.7
Barging and trucking
US$m
17.1
(24) %
17.1
(24) %
22.5
Operational and maintenance expenses
US$m
215.3
132 %
142.5
53 %
92.9
Others
US$m
11.6
(18) %
21.4
52 %
14.1
Production opex per boe
US$/boe
15.2
45 %
12.3
17 %
10.5
Cost of sales
US$m
636.2
20 %
557.8
5 %
529.2
Gross profit
US$m
479.9
(10) %
362.5
(32) %
532.0
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Financial review continued
Seplat Energy Plc
38
Annual Report and Accounts 2024
In 2024, gross profit fell 9.8% to $479.9 million (N710.1 billion), from $532.0 million (N349.3 billion) in 2023. Excluding the impact of SEPNU, gross
profit declined 31.9% to $362.5 million (N536.4 billion). The decline is attributed to lower oil liftings and higher direct operating costs.
Direct operating costs, which encompass expenses related to crude-handling charges, barging/trucking, and operational and maintenance costs,
amounted to $295.5 million (N437.2 billion) in 2024, of which $75.8 million (N112.2 billion) were related to SEPNU operations. SEPNU operating costs
included certain costs related to the transaction which are not expected to repeat in 2025. Excluding the impact of SEPNU, direct operating costs
rose to $219.7 million (N325.1 billion), a 20.6% increase on the $182.2 million (N119.6 billion) incurred in 2023. The increase in costs was principally
due to exceptional costs of $21.9 million (N32.4 billion) related to legacy regulatory payments and a higher gas flare penalty, which rose $16.1
million (N23.8 billion) to $27.7 million (N41.0 billion) following an upward revision in the unit cost of the gas flare penalty by the Nigerian government.
Non-production costs decreased by 2.3% to $325.3 million (N481.3 billion), made up of $146.0 million (N216.0 billion) in royalties (2023: $183.4
million/N120.4 billion), of which SEPNU contributed -$10.6 million (N15.7 billion), and $179.3 million (N265.3 billion) in depreciation, depletion, and
amortisation (2023: $149.6 million/N98.2 billion), of which SEPNU contributed $26.0 million (N38.5 billion). The lower royalties payment in 2024 is
due to recovery of our OML 53 joint venture (JV) partner share of royalty payments incurred on sale of crude to the Walter Smith Refinery (WSR)
between 2022 and 2024. Prior to the agreement reached with NNPC Upstream Investment Management Services (NUIMS) to begin sharing
crude sales to WSR, Seplat had been the lone seller in the JV and as a result incurred 100% of the royalty liabilities. With an agreement now in
place to net off the overlift position against outstanding cash calls, we were able to recover NUIMS’ 60% share of the royalties.
Using the cost per barrel equivalent basis, production operating expenses (opex) were $15.2/boe (N22,491/boe). Excluding the impact of SEPNU,
unit opex in the onshore business amounted to $12.3/boe (N18,200/boe) in 2024, elevated due to the items noted above and higher than the
$10.4/boe (N6,829/boe) in 2023.
Operating profit
Reported
Reported
Onshore
Onshore
Reported
Description
Units of
measurement
FY-2024
y/y change*
FY-2024
y/y change
FY-2023
Other income/(loss)
US$m
37.2
(131) %
67.3
(155) %
(121.9)
Gain on bargain purchase
US$m
86.0
— %
86.0
—
General and administrative (G&A) expenses
US$m
(147.2)
3 %
(144.2)
— %
(143.6)
Impairment loss on financial assets
US$m
(10.6)
(17) %
(10.6)
(17) %
(12.7)
Fair value loss
US$m
(7.3)
62 %
(6.0)
33 %
(4.5)
Operating profit
US$m
437.9
76 %
355.1
42 %
249.4
Adjusted EBITDA
US$m
539.0
20 %
440.0
(2) %
447.9
In 2024, reported operating profit rose 75.6% to $437.9 million (N648.0 billion), from $249.4 million (N163.8 billion) in 2023. Excluding the impact of
SEPNU, operating profit grew by 42.4% to $355.1 million (N525.4 billion).
The increase in reported operating profit was driven primarily by the gain on bargain purchase of $86.0 million (N127.3 billion) recorded on the
acquisition of Mobil Producing Nigeria Unlimited (MPNU). Other drivers include FX gain of $30.1 million (N44.5 billion) and underlift of $10.5 million
(N15.5 billion) in 2024 compared to FX loss of $27.5 million (N18.1 billion) and overlift of $98.9 million (N64.9 billion) in 2023. The FX gain reported in
the period is further to the agreement with our JV partner, NUIMS, to net off outstanding cash calls in OML 53 and our subsequent re-
denomination of overlift liabilities in Naira. This is in contrast to the FX loss reported in the prior year arising from the Naira devaluation.
Reported G&A expenses amounted to $147.2 million (N217.8 billion), modestly higher than the figure reported in the prior year (2023: $143.6 million/
N94.3 billion). G&A expenses have been elevated since 2022, but in 2024 the higher G&A costs were principally due to fees associated with the
acquisition of MPNU. These are not expected to repeat in 2025. Reported unit G&A cost for the year was $8.2/boe (N12,133/boe); excluding
exceptional items, unit G&A expenses for Seplat Onshore and the enlarged Group would have been approximately $5.7/boe (N8,434/boe) and
$5.2/boe (N7,694/boe) respectively.
Seplat remains committed to managing costs across the business effectively in 2025. We also expect some of the one-off costs in recent years
associated with professional fees to wind down in 2025.
Adjusted EBITDA
After adjusting for non-cash items such as impairment, fair value and exchange losses, the adjusted EBITDA for the period was $539.0 million
(N797.5 billion) (2023: $447.9 million/N294.1 billion), resulting in a margin of 48.3% (2023: 42.2%). Excluding the impact of SEPNU, adjusted EBITDA
was $440.0 million (N651.1 billion), resulting in a margin of 47.8%.
Taxation
The income tax expense of $234.7 million (N347.3 billion) (2023: $67.3 million/N44.2 billion) includes a current tax charge of $193.7 million (N286.6
billion) (2023: $84.1 million/N55.2 billion) and a deferred tax charge of $41.0 million (N60.7 billion) (2023: $16.8 million/N11.0 billion credit). Excluding
the impact of SEPNU, the total income tax expense for the onshore business was $170.5 million (N252.3 billion), including a deferred tax liability of
$97.7 million (N144.6 billion) (2023: deferred tax asset of $16.8 million/N11.0 billion). We note that the current tax expense component for Seplat
Onshore of $72.8 million (N107.7 billion) is lower than in 2023 ($84.1 million/N55.2 billion) after adjusting for the impact of SEPNU’s current tax
expense.
Cash taxes paid in 2024 were $68.0 million (N100.6 billion), modestly higher than the $62.1 million (N40.8 billion) paid in 2023 and representing
approximately 17.7% of operating cash flow. The cash tax paid reflects continuing investments across our asset base.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
39
Annual Report and Accounts 2024
Net result
On a reported basis profit before tax rose 98.4%, amounting to $379.4 million (N561.4 billion), compared to $191.2 million (N125.5 billion) in 2023.
Profit after tax grew by 16.9% to $144.8million (N214.3 billion) in 2024, from $123.9 million (N81.4 billion) in 2023. Excluding the impact of SEPNU,
profit after tax was flat at $122.9 million (N181.9 billion).
The profit attributable to equity holders of the parent Company, representing shareholders, was $153.3 million (N226.8 billion) in 2024, which
resulted in basic earnings per share of $0.26 (N385/share) for the period (2023: $0.14/share/N92/share).
Reported
Reported
Onshore
Onshore
Reported
Description
Units of
measurement
FY-2024
y/y change*
FY-2024
y/y change
FY-2023
Profit before tax
US$m
379.4
98 %
293.4
53 %
191.2
Total income tax expense:
(234.7)
249 %
(170.5)
153 %
(67.3)
Current tax
US$m
(193.7)
130 %
(72.8)
(13) %
(84.1)
Deferred tax
US$m
(41.0)
— %
(97.7)
(682) %
16.8
Net income/(loss)
US$m
144.7
17 %
122.9
(1) %
123.9
Profit attributable to holders of equity
US$m
153.3
84 %
131.4
58 %
83.1
Earnings per share
US$
0.26
86 %
0.22
57 %
0.14
Cash flows from operating activities
During the period, the Company generated $383.5 million (N567.5 billion) in cash from its operating activities, a 26.2% decrease from the $519.9
million (N340.6 billion) generated in 2023 predominantly due to the underlift reported in the period, alongside transaction costs and the working
capital effects associated with consolidating SEPNU. Excluding these elements, cash flow from operations would have been approximately $83
million (N122.8 billion) higher.
Net cash flow from operating activities amounted to $310.0 million (N458.7 billion) in 2024, compared to $442.0 million (N290.1 billion) in 2023. This
figure includes modestly higher cash tax payments of $68.0 million (N100.7 billion) and a hedging premium of $5.0 million (N7.4 billion) paid during
the current period, while in the previous year cash tax payments were $62.1 million (N40.8 billion), and the hedging premium paid was $5.4 million
(N3.5 billion)..
Seplat Onshore had a strong year for cash call collection, highlighting our continued good relationship with our JV partners. On the NEPL/Seplat JV
for OML 4, 38 & 41, we received a total of $352 million (N520.8 billion) in cash call settlement for 2024, bringing the cash call receivable balance for
the year to $69 million (N105.9 billion) (2023: $83 million/N74.7 billion). On the NUIMS/Seplat JV for OML 53, we received $66 million (N97.7 billion) in
cash call settlement which brought the year end balance to $16.0 million (N24.6 billion) (2023: $21.0 million/N18.9 billion). Total cash call payments
received in 2024 were 47% higher than 2023 receipts.
Due to the SEPNU acquisition, we took over several working capital balances that impacted cash flow from operating activities in 2024.
Cash flows from investing activities
In 2024, the total net cash outflow from investing activities was $658.9 million (N998.4 billion), an increase on the $159.3 million (N104.6 billion)
expended in 2023. The significant increase in net cash outflow from investing activities is primarily due to the costs associated with the MPNU
acquisition. Net transaction cost of $489.6 million (N750.1 billion) reflects the completion amount of $672.3 million (N1,030.0 billion) net of $182.7
million (N279.9 billion) cash balance acquired on closing.
The cash capital expenditure on oil and gas assets during the period was $202.6 million (N297.5 billion) (2023: $179.0 million/N117.5 billion),
including $139.0 million (N204.1 billion) on drilling activities and $63.5 million (N93.3 billion) on engineering projects. Total capex (including other
fixed assets) was $208.1 million (N305.6 billion) (2023: $183.9 million/N120.8 billion). Capital expenditure was slightly above plan in the year,
predominantly due to higher drilling costs.
During the year, the Company completed the negotiation for the sale of Turnkey Rigs (formerly known as Cardinal Drilling Rigs) for the sum of
$12.3 million (N18.2 billion). At year-end the Company had received $8.5 million (N12.6 billion), and a further $1.0 million (N1.5 billion) was received in
January 2025. In addition, we received $6.2 million (N9.1 billion) related to our disposal of Ubima, and $10.9 million (N16.1 billion) related to our
interest in OML 55.
Cash flows from financing activities
Net cash inflow from financing activities was $409.6 million (N606.1 billion), compared to an outflow of $196.7 million (N108.6 billion) in 2023.
The net cash inflow recorded in 2024 is reflective of proceeds from our Revolving Credit Facility (RCF) drawdown and our Advanced Payment
Facility with ExxonMobil Trading, totalling $650.0 million (N998.0 billion). The proceeds were used to fund the completion payment for the MPNU
acquisition. Outflows included dividends paid to shareholders amounting to $91.4 million (N135.2 billion) (2023: $98.8 million/N64.9 billion paid) and
a charge of $19.5 million (N28.9 billion) relating to Seplat Energy's Long-Term Incentive Plan. The Trustees hold the shares within a Trust for the
benefit of certain Seplat Energy employees. In addition, payment of $62.5 million (N92.5 billion) for interest on loans and borrowings was flat
versus 2023. A further $21.5 million (N31.8 billion) for other financing charges is associated with commitment fees and other transaction costs
incurred on interest-bearing loans and borrowings. The loan repayments of $38.5 million (N57.0 billion), in two $19.25 million (N28.5 billion)
tranches, during the period represent principal repayments of the Eland Senior RBL Facility.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Financial review continued
Seplat Energy Plc
40
Annual Report and Accounts 2024
Debt repayments
The $110 million (N168.9 million) Westport RBL Facility commenced amortising on 31 March 2023. The reduction in facility commitments is on a
semi-annual basis in March and September of each year until final maturity in 2026. In 2024, Seplat paid $38.5 million (N57.0 billion) in principal
repayments under the RBL Facility in two tranches on 31 March 2024 and 30 September 2024. As at 31 December 2024, $49.5 million (N76.0
billion) is outstanding under the RBL Facility. The next reduction in commitments will be on 31 March 2025 for an amount of $19.25 million (N28.5
billion).
As the Company continuously reviews its funding and maturity profile, it continues to monitor the market to ensure that it is well positioned for any
refinancing and/or buyback opportunities for the current debt facilities – including potentially the $650 million (N998.0 billion) 7.75% 144A/Reg S
bond which matures in April 2026.
The tenor of the Company’s $350 million (N537.4 billion) revolving credit facility is tied to the refinancing of the $650 million (N998.0 billion) notes,
whereby the current final maturity date of 30 June 2025 will automatically extend to 31 December 2026 if the notes are refinanced before 30 May
2025.
Liquidity
The balance sheet continues to remain healthy with a solid liquidity position.
Reported
Reported
Onshore
Onshore
Reported
Description
Units of
measurement
FY-2024
y/y change
FY-2024
LfL y/y change
FY-2023
Senior loan notes
US$m
657.6
(2) %
657.6
(2) %
654.2
Westport RBL facility
US$m
51.1
(44) %
51.1
(44) %
91.0
Offtake facilities
US$m
10.3
1 %
10.3
1 %
10.2
Revolving credit facility
US$m
351.5
nm
—
nm
—
Advance payment facility
US$m
297.0
nm
—
nm
—
Total borrowings1
US$m
1,367.6
81 %
700.5
(7) %
755.4
Cash and cash equivalents (exclusive of restricted cash)
US$m
469.9
4 %
337.0
(25) %
450.1
Net debt
US$m
897.7
194 %
363.5
19 %
305.3
Adjusted EBITDA2
US$m
1,353.5
202 %
440.0
(2) %
447.9
Net debt-to-TTM EBITDA
x
0.66x
nm
0.83x
nm
0.68x
1.
Including amortised interest and accrual for the RCF (undrawn) commitment fee.
2.
$1,353.5 million in adjusted EBITDA 2024 represents the FY 2024 pro-forma adjusted EBITDA for Seplat and SEPNU combined.
Seplat Energy ended the year with gross debt of $1,367.6 million (N2,099.7 billion) (2023: $755.4 million/N679.7 billion) and cash at bank of $469.9
million (N721.4 billion) (2023: $450.1 million/N404.8 billion), leaving net debt at $897.7 million (N1,378.3 billion) (2023: $305.3 million/N274.9 billion). The
increase in the debt balance reflects the addition of the $350 million (N537.4 billion) RCF and the $300 million (N460.6 billion) advance payment
facility, both drawn to fund the completion of the MPNU acquisition. Excluding the impact of MPNU-related borrowings, gross debt would have
declined by 7.3% to $700.5 million (N1,075.5 billion).
We continue to monitor the net debt-to-EBITDA ratio of the Company and aim to keep it under 2.0x (debt covenant — 3.0x). At the end of 2024,
the pro-forma net debt-to-EBITDA ratio closed at 0.66x, from 0.68x in 2023.
Dividend
The Board has approved/recommended a core dividend of US$ 3.6 cents per share (N55.27 per share) for the final quarter of 2024 subject to
appropriate withholding tax (WHT). This brings the total core dividend declared for 2024 to US$ 13.2 cents per share (N202.66 per share), a 10%
increase on 2023. In addition, following a review of Seplat’s operational performance and business outlook, the Board has decided to declare an
additional special dividend of US$ 3.3 cents per share (N46.06 per share) (subject to appropriate WHT). The 4Q 2024 and special dividends will
be paid to shareholders whose names appear in the Register of Members as at the close of business on 9 May 2025 (LSE) and 12 May 2025
(NGX). This brings the total dividend declared for 2024 to US$ 16.5 cents per share (N253.33 per share), a 10% increase on 2023. The payment of
the special dividend reflects the Board’s continued confidence in the outlook for the Company and is underpinned by a strong balance sheet. The
Company will review its dividend policy through 2025 as part of the overall capital allocation policy of the enlarged Group.
Reporting period
Proposed dividend
(US$ cents per share)
Announcement
date
Qualification
date (LSE)
Qualification
date (NGX)
Payment
date
Q1 2024
3
14 June, 2024
Q2 2024
3
28 August, 2024
Q3 2024
3.6
27 November, 2024
Q4 2024
3.6 4 March, 2025 9 May, 2025
12 May, 2025
23 May, 2025
Special
3.3 4 March, 2025 9 May, 2025
12 May, 2025
23 May, 2025
Total
16.5
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
41
Annual Report and Accounts 2024
Hedging
Seplat Energy’s hedging policy aims to guarantee appropriate levels of cash flow assurance in times of oil price weakness and volatility. The total
volume hedged in 2024 was 6.0 MMbbls at a weighted average premium of $0.81/bbl (N1,198.5/bbl) and a weighted average strike price of
$60.0/bbl (N88,780.8).
2024 Oil hedges (brent deferred premium put options)
Units of
measurement
Q1 2024
Q2 2024
Q3 2024
Q4 2024
Volumes hedged
MMbbls
1.5
1.5
1.5
1.5
Price hedged
US$/bbl
65.0
55.0
60.0
60.0
Puts premium cost
US$/bbl
1.08
0.86
0.86
0.44
The 2025 hedging program has commenced using an equivalent strategy to that previously employed, at larger scale. Year to date 15.75 MMbbls
have been hedged for 1Q-3Q 2025 at a weighted average premium of $0.76/bbl (N1,124.6/bbl) and a weighted average strike price of $55.0/bbl
(N81,382.4/bbl). Additional barrels are expected to be hedged for 4Q 2025 later in the year. The Board and management team closely monitor
prevailing oil market dynamics, and given the relatively softer oil price outlook for 2025 have hedged three quarters in advance, providing longer
dated cash flow assurance than our typical, two quarters in advance strategy.
2025 oil hedges (brent deferred premium put options)
Units of
measurement
Q1 2025
Q2 2025
Q3 2025
Q4 2025
Volumes hedged
MMbbls
5.25
5.25
5.25
Price hedged
US$/bbl
55.0
55.0
55.0
Puts premium cost
US$/bbl
0.44
0.97
0.87
Credit ratings
Seplat maintains corporate credit ratings with Moody's Investor Services (Moody's), Standard & Poor's (S&P) Rating Services and Fitch. The
current corporate ratings are as follows: (i) Moody's Caa1 (positive) (ii) S&P B (stable) (iii) Fitch B- (positive).
In October 2024 Fitch maintained our corporate rating at B-, but upgraded our outlook to positive. This was linked to an upgraded outlook for the
Nigerian sovereign long-term rating and the agency’s view of a stronger business profile post the completion of the MPNU acquisition. Our ratings
with S&P and Moody’s were reaffirmed in April 2024 and December 2024 respectively.
Eleanor Adaralegbe
Chief Financial Officer
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Financial review continued
Seplat Energy Plc
42
Annual Report and Accounts 2024
2025 Operational & Financial Outlook
Production guidance
Seplat Energy's production operations were robust in 2024, supported
by measures to diversify evacuation routes and continued positive
security environment. This is expected to continue in 2025 where we
target growth from both onshore and offshore operations.
Initial 2025 production guidance is set at 120-140 kboepd.
This includes:
• Seplat Onshore: 48-56 kboepd; mid-point delivers 7% growth on
2024. Production in 2025 is set to benefit from well stock delivered
in 2024, plus contribution from ANOH from 2H25, Sapele Gas Plant
and Abiala through the year. We also see growth on OML 53 oil
given resumption of 24-hour operations on TNP.
• SEPNU: 72-84 kboepd. mid-point delivers 12% growth on 2024. We
are targeting growth from restoration of idle wells, investment in
improving reliability of the NGL facilities and other activities which
will improve uptime and provide the basis for longer term growth
plans.
Capex guidance
Working interest capital expenditure for 2025 is expected to be
in the range of $260-$320 million.
• Seplat Onshore: $180-220 million. Our focus is to develop new
well stock to offset natural decline
• Program includes drilling 13 new wells: OMLs 4, 38 & 41: Seven,
OML 53: Two, OML 40: Four. Of these, 9 are oil wells and 4 are
gas wells
• Completion of the second MRU at the Sapele IGP
• Delivery of Oben, Amukpe, Sapele & Ohaji flares out projects
• SEPNU: $80-100 million. Our focus will be on capital projects and
long term planning to improve reliability, uptime and safety
• Installation of the Inlet Gas Exchanger on the East Area Project
(EAP) NGL facility
• Long lead items for 2026+ drilling program
Opex guidance
Unit operating costs for the Company are expected be in the
range of $14.0-15.0/boe.
This increase in unit operating costs versus prior years reflects
increased investment in O&M activities across our offshore assets,
mainly re-opening previously shut-in wells. Our expectation is that unit
opex will moderate beyond 2025 as production grows and as
investment pivots towards capital projects.
In 2025 the major cost items are:
• Contracting two barges to operate across the offshore license area
from early 2Q 2025, one targeting integrity works and the other
working on idle wells, targeting 20+ wells in 2025.
The primary goal of the 2025 opex plan is to increase reliability and
integrity offshore, which will set a solid foundation from which to grow
production over time. Due to the nature of the installed infrastructure
offshore, the 2025 plan necessitates partial asset shut-downs,
particularly in 2Q and 3Q 2025.
Sustainability
Our sustainability performance and 2025 targets reflect our continued
emphasis on sustainability measurement and reporting. In line with our
climate strategy, which includes a commitment to achieving carbon
neutrality by 2050, our immediate priority is to eliminate routine flares
across our onshore assets by the end of 2025. This is a major project
covering multiple production locations, completion is planned for 2H
2025 and will align our commitment to environmental sustainability
and regulatory compliance. This initiative will significantly reduce our
carbon intensity and contribute to our broader sustainability
objectives.
We recognise the importance of the sustainability of our evacuation
options and strive to bolster security measures along our evacuation
routes to safeguard our operations. These initiatives are geared
towards maximising the volume of oil sales and revenue for the
Company, highlighting our commitment to operational efficiency and
financial sustainability. These deliverables underscore our dedication
to innovation, sustainability, and value creation across all operations.
Financial & strategic guidance
Our financial strategy ensures we can appropriately fund our capital
expenditure, meet necessary debt repayments, and return cash to our
shareholders. It is a strategy that provides the flexibility required to
realise the value of our asset base. Our revenue stream is biased to
US dollar denominated oil exports, while we also have a Naira revenue
stream via gas sales and domestic oil supply that funds our significant
Naira cost base. We continue to closely monitor the performances of
oil prices, currency fluctuations and evacuation routes, and their
implications on cash generation to appropriately scale and phase our
capital allocation, ensuring that we have a sound financial platform
from which we can grow.
With respect to G&A, in 2025, we forecast normalisation of cost
coupled with the benefit of higher group production levels, as such
we forecast unit G&A in a $4.5-5.0/boe range.
With respect to shareholder returns, we will maintain our policy of
paying a quarterly core dividend in the near term, with an option of a
special dividend subject to performance.
In order to provide more granular details on our medium and long
term plans for SEPNU and the business as a whole, we will host a
Capital Markets Day, which is planned for 3Q 2025. We will also
present an updated CPR which reconciles the reserves and resources
indicated by the ERCE and the SEPNU management estimates as
carried by Exxon prior to the sale.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
43
Annual Report and Accounts 2024
Monitoring our progress
Seplat’s Key Performance Indicators are fully aligned with our twin ambition to "Build
a Sustainable Business" and "Deliver Energy Transition", incorporating considerations
for risk management and remuneration to effectively measure our progress.
Net working interest production (boepd)
52,947
19,482
19,671
19,369
18,602
33,465
28,086
24,735
29,091
Gas
Oil
2024
2023
2022
2021
Definition
Our share of oil and gas produced during the year proportionate to
our working interest in each producing block. Volumes expressed are
as measured at our facilities, prior to any reconciliation losses.
Relevance
An indicator of production strength at our current blocks and the
impact of organic and inorganic development projects.
Progress
In 2024, we delivered working interest oil and gas production of
52,947 boepd, a 10.9% increase relative to 2023. Working interest
production for liquids was 33,465 bopd, while for gas, it was 111.4
MMscfd. Reconciliation losses for the year was 3.4%.
Above expectations
Outlook
Working interest production guidance for 2025 is set at 120,000 -
140,000 boepd. Consolidating a full year of SEPNU's production and
completion of growth projects across our offshore and onshore
assets will drive our production growth expectations.
Risk management
We have an in-depth understanding of the subsurface and constantly
monitors individual well and reservoir performance in order to optimise
the drawdown rate on each well and maximise long-term economic
recovery of oil and gas from the reservoirs. It has also prioritised the
creation and use of alternative oil export routes to mitigate high
concentration risk.
Link to principal risks
Link to strategy
Production opex ($/boe)
$15.2/boe
15.20
10.39
10.30
9.90
2024
2023
2022
2021
Definition
The operating costs (excluding non-cash flow expenses, and
financing costs) net to the Company divided by our working interest
barrels of oil and equivalent produced in the period.
Relevance
An indicator of how cost efficiently we are able to utilise our oil and
gas reserves. By controlling our operating cost base, we can be more
resilient when oil prices are low, and more profitable when they are
high.
Progress
Production cost per unit of production increased to $15.20 for the
enlarged group after including SEPNU's production costs for the 19
days post completion. The higher cost per unit reflects the impact of
exceptional operations & maintenance costs.
Above expectations
Outlook
We continue to implement cost control measures to ensure stability in
production costs. We also continue to drive improvement in
production which will help to spread the fixed component of
production costs.
Risk management
We carefully monitor expenditures and continually analyse our
underlying cost base, making comparisons to prevailing market rates
in order to ensure that we can identify and action cost savings and
efficiency gains to remain competitive and maximise returns.
Link to principal risks
Link to strategy
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Key performance indicators
Seplat Energy Plc
44
Annual Report and Accounts 2024
Link to principal risks
Alignment with our
strategic priorities
Cybersecurity
New market entry risk
Financial and Non-Financial risk (such as
reserves & sustainability) reporting
Focus on environmental care and
reporting
Asset Integrity - own infrastructure
Compliance and controls
Community Agitations and Security risks
Maximise returns for all stakeholders
Market, credit, & liquidity risk
Litigation and contingent liabilities
Supply Chain Management
Drive social development
Catastrophic events (explosions, disease
outbreak)
Social risk
Decarbonization
Upstream
Ethical and governance misconduct
Personal & process safety
Changes and Uncertainties in Regulatory
& Fiscal Framework
Midstream Gas
Access to gas reserves and resources
Geo-political risk
New Energy
Export route assurance and 3rd party
reliance
Environmental damage and climate-
related risk
Remuneration
Carbon intensity (kg/boe)
32.3
32.30
27.90
23.94
36.61
2024
2023
2022
2021
Definition
A measure of Scope 1 and 2 emissions per unit of production within
Seplat's operating assets and facilities.
Relevance
An assessment of our carbon footprint and its impact on our operations.
Progress
The carbon intensity recorded in 2024 reflects the impact of shutting
down the Oben Gas Plant for two weeks to complete the scheduled
turnaround maintenance activities. In addition, resumption of exports at
OML 53 led to increased production and consequently higher emissions.
In line with expectations
Outlook
We continue to invest in our Flares Out projects aimed at reducing our
emissions intensity. Projects such as the Sapele Gas Plant, Western
Asset Flares Out (installation of vapour recovery unit compressors),
Sapele LPG Storage & Offloading Facility, Oben LPG Project and Ohaji
Flares Out project.are on track to be completed in 2025 in time for us
to end routine flaring on our onshore assets in 2025. We are currently
assessing the flaring regime on our acquired offshore assets and will
present our roadmap for reducing flaring on them in due course.
Risk management
We recognise that the business faces significant risks from climate
change, and we have upgraded climate-related risk as a principal risk
within our risk management framework. Our primary goal is to reduce
GHG emissions from direct operations and we have established a
broad set of investment activities designed to achieve this, as well as
to offset residual emissions.
Link to principal risks
Link to strategy
Lost Time Injury Frequency
0
0
0
0.12
0
2024
2023
2022
2021
Definition
The number of lost-time injuries recorded per million man-hours
worked.
Relevance
An indicator of health and safety performance that is widely
established within the oil and gas industry.
Progress
We achieved a cumulative 21.5-million-man-hours worked with zero
LTI recorded since 2022. Our LTIF for the year was zero.
In line with expectations
Outlook
In 2025, we will continue to strengthen our HSE systems and
protocols with a focus on minimising the frequency of LTIs across all
our operations.
Risk management
We have in place extensive and well-developed HSE policies and
reporting procedures with an emphasis on the early identification and
mitigation of HSE risks. We closely monitor our HSE performance and
constantly evaluate ways to improve our performance.
Link to principal risks
Link to strategy
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
45
Annual Report and Accounts 2024
Link to principal risks
Alignment with our
strategic priorities
Cybersecurity
New market entry risk
Financial and Non-Financial risk (such as
reserves & sustainability) reporting
Focus on environmental care and
reporting
Asset Integrity - own infrastructure
Compliance and controls
Community Agitations and Security risks
Maximise returns for all stakeholders
Market, credit, & liquidity risk
Litigation and contingent liabilities
Supply Chain Management
Drive social development
Catastrophic events (explosions, disease
outbreak)
Social risk
Decarbonization
Upstream
Ethical and governance misconduct
Personal & process safety
Changes and Uncertainties in Regulatory
& Fiscal Framework
Midstream Gas
Access to gas reserves and resources
Geo-political risk
New Energy
Export route assurance and 3rd party
reliance
Environmental damage and climate-
related risk
Remuneration
Staff turnover (%)
4.0%
4.0
6.0
6.3
2.4
2024
2023
2022
2021
Definition
The rate at which full-time staff of Seplat choose to leave the
Company voluntarily, expressed as a percentage of average full-time
headcount during the year.
Relevance
An indicator of our ability to attract and retain personnel. The loss of
people can result in skills shortage, loss of knowledge and higher
recruitment costs.
Progress
We have continued to improve our employment policies, practices
and employee value proposition to attract, motivate and retain
talented employees. Staff turnover was only 4.0% in 2024, compared
to 6.0% in 2023.
In line with expectations
Outlook
In the long term, the industry will continue to face intense competition
for talent, but we will continue to be an attractive employer for the
highly qualified and experienced people we need for our future
success.
Risk management
Our response is to continue to deploy strategies to support the future
of work expectations, including those expressed in the 2024
employee survey. In addition, we are working to ensure that we
continue to provide competitive pay and benefit packages,
progressive career opportunities and good working conditions.
activities.
Link to principal risks
Link to strategy
Operating Profit (million)
$438m
438
249
275
251
2024
2023
2022
2021
Definition
Our earnings before the deduction of interest and tax expenses.
Relevance
An indicator of our earnings ability and cash generation.
Progress
Operating profit increased by 75.6% to $437.9 million in 2024, from
$249.4 million in 2023. The increase in operating profit was
underpinned by the gain on bargain purchase from the SEPNU
acquisition and consolidation of 19 days operations from SEPNU.
Above expectations
Outlook
We expect stronger operating profits in 2025 to be driven by higher
production across our onshore and offshore assets as we invest in
drilling, engineering, and asset integrity projects.
Risk management
The Company has robust financial processes in place and carefully
monitors revenues, cost of sales and admin costs to ensure
continued strong profitability. Oil price is a major influencing factor on
the Company's revenue. The Company continues to analyse hedging
strategies to help mitigate exposure to oil price volatility.
Link to principal risks
Link to strategy
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Key performance indicators continued
Seplat Energy Plc
46
Annual Report and Accounts 2024
Link to principal risks
Alignment with our
strategic priorities
Cybersecurity
New market entry risk
Financial and Non-Financial risk (such as
reserves & sustainability) reporting
Focus on environmental care and
reporting
Asset Integrity - own infrastructure
Compliance and controls
Community Agitations and Security risks
Maximise returns for all stakeholders
Market, credit, & liquidity risk
Litigation and contingent liabilities
Supply Chain Management
Drive social development
Catastrophic events (explosions, disease
outbreak)
Social risk
Decarbonization
Upstream
Ethical and governance misconduct
Personal & process safety
Changes and Uncertainties in Regulatory
& Fiscal Framework
Midstream Gas
Access to gas reserves and resources
Geo-political risk
New Energy
Export route assurance and 3rd party
reliance
Environmental damage and climate-
related risk
Remuneration
Cash Flow from Operations (million)
$383m
383
520
571
377
2024
2023
2022
2021
Definition
Our operating cash flow in the year before taking into account
movements in working capital.
Relevance
An indicator of the cash-generative potential of our producing oil and
gas blocks.
Progress
Cash flow from operations declined to $383.5 million in 2024. The
decline in operating cash flow is largely due to working capital
adjustments following completion of the SEPNU acquisition, as well as
one-off acquisition-related costs.
In line with expectations
Outlook
We expect a recovery in cash flow from operations in 2025 as
production improves and investments in assets continue to help
achieve tax optimisation.
Risk management
Careful financial management and high levels of operating efficiency
allow us to ensure positive cash generation from our operating
activities.
Link to principal risks
Link to strategy
Capital Expenditure (million)
$208m
208
185
163
136
2024
2023
2022
2021
Definition
The total amount of capital expenditure invested during the year,
excluding acquisitions costs.
Relevance
An indicator of how much we invest in production, development,
exploration and appraisal activities.
Progress
Capital expenditure for the period was $208.1 million spread across
drilling ($139.0 million), engineering ($63.5 million) and other assets
($5.6 million).
Above expectations
Outlook
Capex for 2025 is expected to be between $260 million and $320
million. We plan to drill 13 new wells across our operated onshore
assets and we will continue to invest in our gas development projects
and complete ongoing capital projects. We plan to install an Inlet Gas
Exchanger on the East Area Project (EAP) NGL facility, as well as other
projects aimed at improving reliability, uptime, and safety across the
production platforms.
Risk management
Project investments are monitored closely against budgets to
minimise the risk of overruns. We benchmark every investment
opportunity to ensure capital is deployed to only the highest-return
projects, and we adhere to a price-disciplined expenditure strategy.
Link to principal risks
Link to strategy
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
47
Annual Report and Accounts 2024
Link to principal risks
Alignment with our
strategic priorities
Cybersecurity
New market entry risk
Financial and Non-Financial risk (such as
reserves & sustainability) reporting
Focus on environmental care and
reporting
Asset Integrity - own infrastructure
Compliance and controls
Community Agitations and Security risks
Maximise returns for all stakeholders
Market, credit, & liquidity risk
Litigation and contingent liabilities
Supply Chain Management
Drive social development
Catastrophic events (explosions, disease
outbreak)
Social risk
Decarbonization
Upstream
Ethical and governance misconduct
Personal & process safety
Changes and Uncertainties in Regulatory
& Fiscal Framework
Midstream Gas
Access to gas reserves and resources
Geo-political risk
New Energy
Export route assurance and 3rd party
reliance
Environmental damage and climate-
related risk
Remuneration
Realised Oil Price ($/bbl.)
$80.0/bbl
80.0
83.4
101.7
70.5
2024
2023
2022
2021
Definition
The average oil price per barrel we sold during the year.
Relevance
Our financial performance is closely linked to the price of oil.
Progress
Although oil prices fell in 2024, they remained supportive of robust
operational and financial performance. Brent crude averaged $79.86/
bbl., 2.8% lower than 2023's $82.15/bbl. Our crude traded at a modest
premium to Brent of $0.18/bbl, and consequently, the average realised
crude price for the business was $80.04/bbl., 4.0% lower than 2023's
$83.39/bbl.
Above expectations
Outlook
We remain optimistic that oil prices will continue to support our
growth. However, we are also prepared for any shocks in the market,
having developed budget scenarios at different oil prices. We have
hedged 15.75 MMbbl for the first three quarters of 2025, providing
protection against downside price outcomes.
Risk management
We continue to closely monitor prevailing oil market dynamics and will
consider further measures and take advantage of opportune periods
to implement additional hedges that provide appropriate levels of
cash flow assurance.
Link to principal risks
Link to strategy
Realised Gas Price ($/Mscf)
$3.06/Mscf
3.1
2.9
2.82
2.85
2024
2023
2022
2021
Definition
The average gas price per million standard cubic feet (Mscf) of gas
we sold during the year
Relevance
Our financial performance is closely linked to the price we sell gas.
Progress
Average realised gas price increased by 5.5% to $3.06/Mscf in 2024
due to escalations in gas sales contracts and increase in gas price for
domestic gas delivery obligation contracts.
Above expectations
Outlook
Gas prices are less volatile and thus we are optimistic that it would
continue to support our growth ambitions. As a result, growing our
sales volume will directly aid revenue growth and stregthen cashflow
assurance.
Risk Management
We continue to negotiate with potential buyers to high-grade the gas
sales contracts list as domestic gas demand continues to grow. Also,
we ensure most of our contracts are long term contracts which
assures realised gas price stability through the cycle.
Link to principal risks
Link to strategy
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Key performance indicators continued
Seplat Energy Plc
48
Annual Report and Accounts 2024
Link to principal risks
Alignment with our
strategic priorities
Cybersecurity
New market entry risk
Financial and Non-Financial risk (such as
reserves & sustainability) reporting
Focus on environmental care and
reporting
Asset Integrity - own infrastructure
Compliance and controls
Community Agitations and Security risks
Maximise returns for all stakeholders
Market, credit, & liquidity risk
Litigation and contingent liabilities
Supply Chain Management
Drive social development
Catastrophic events (explosions, disease
outbreak)
Social risk
Decarbonization
Upstream
Ethical and governance misconduct
Personal & process safety
Changes and Uncertainties in Regulatory
& Fiscal Framework
Midstream Gas
Access to gas reserves and resources
Geo-political risk
New Energy
Export route assurance and 3rd party
reliance
Environmental damage and climate-
related risk
Remuneration
ESG performance in
our focus areas
We have established clear, data-driven ESG targets to monitor and enhance our
performance in areas that are material to our long-term value creation. These targets
are integrated into both our financial and non-financial strategies, demonstrating our
commitment to sustainable growth.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
49
Annual Report and Accounts 2024
Material issues determination
Conducting a materiality assessment is crucial for our sustainability performance,
planning and reporting, as it ensures we focus on the sustainability information most
relevant to our business and stakeholders. This process not only helps us identify
emerging issues but also guides the content of our reports, ensuring transparency
and alignment with appropriate indicators.
Our material issue determination for 2024 was guided by the
requirements of the IFRS Sustainability Disclosure Standards to enable
us determine information about the sustainability risks and
opportunities that are most material to the primary users of our report.
We referred to the Sustainability Accounting Standards Board (SASB)
Oil and Gas Exploration & Production and Midstream Standards and
the Global Reporting Initiative’s (GRI) 11: Oil and Gas Sector 2021
Standard in identifying these risks and opportunities. In addition, we
performed extensive desk-based research to evaluate sustainability
risks and opportunities such as:
• Peer benchmarking
• Reviewing industry trends and market landscape
• A review against imperatives for a sustainable delivery of our
strategy
• Analysing sustainability rating agency criteria
Stakeholder engagement
We conducted internal and external stakeholder engagement
workshops and surveys to identify our material topics arising from the
assessment of sustainability risks and opportunities that exist across
our value chain. Internal stakeholders included subject matter experts
from operations, management, health, safety, environment, supply
chain, investor relations, legal, government relations, and human
resources. We also engaged members of the senior leadership team
and Seplat’s Board of Directors.
External stakeholders included shareholders, bankers, rating agencies,
regulators, top suppliers, contractors, JV partners to score
sustainability topics, enriching the assessment with diverse
perspectives.
Criteria for materiality
To be considered material, an issue must meet two conditions:
1.
Business impact: It should significantly affect our growth, cost or
risk profile.
2. Stakeholder importance: It must be important to our stakeholders
and an area where they expect action.
Results analysis and materiality mapping
At the end of the process, we categorised the identified sustainability
risks and opportunities across 11 material topics that are of great
importance to users of this report. We have disclosed material
information on these risks and opportunities according to the
requirements of the ISSB Standards.
For broader stakeholder concerns, we aggregated the scores across
stakeholder groups and plotted the internal and external scores,
based on assigned rankings from each stakeholder group, onto the
materiality matrix, which we will reassess periodically.
Materiality assessment seven-step process
Identify
scope and
requirements
Extensive
desk
research
Stakeholder
mapping and
engagement
Define and
assess against
materiality
criteria
Materiality
analysis and
mapping
Review
results and
action
planning
Reporting
and
disclosure
Identification of Risks and Opportunities
Assessing ESG materiality
Assessing financial materiality
Assessment of
materiality of ESG
impacts
Determination of material
ESG matters
Identification of
materiality as sources of
financial effects
Assessment of
materiality of risks and
opportunities
Determination of material
ESG matters
Assessing materiality of
ESG impacts for own
operations and value chain
Determination of material
sustainability matters
Identifying the materiality
dependencies of ESG
topics and the financial
effect on the business,
including examining
Seplat’s identified risk
reports
Assessing materiality of
risks and opportunities.
Assessing materiality of
sustainability matters.
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ADDITIONAL INFORMATION
Material issues
Seplat Energy Plc
50
Annual Report and Accounts 2024
Our material issues
By addressing material issues, we
improve our environmental and social
performance, mitigate risks, and
contribute to sustainable development
in Nigeria.
Read more on our performance on pages 54 - 65.
Materiality matrix
Key highlights
The 2024 assessment reaffirmed broader stakeholders’ priorities,
highlighting business ethics and transparency, health, safety
and security, and critical incident risk management as significant focus
areas.
Proactive adaptation
We monitor regulatory changes and adapt to evolving requirements,
ensuring readiness to address new risks and opportunities.
Rating scale of 1-3, where 1 represents low, 2 represents medium and 3 represents high
The top five material issues
from consolidated ratings are:
• Business ethics and
transparency
• Health, safety and security
• Critical risk Incident
management
• Regulatory compliance
• Human rights and
community relations
Impact to Society
Impact to Business
Material Issues
Rating*
Rating*
Effective average**
Ranking
Business ethics and transparency
2.84
2.93
2.89
Health, safety and security
2.82
2.92
2.87
Critical risk incident management
2.86
2.88
2.87
Regulatory compliance
2.74
2.98
2.86
Human rights and community relations
2.76
2.94
2.85
Climate change
2.59
2.92
2.76
Ecological impact
2.61
2.72
2.67
Water and waste water management
2.71
2.61
2.66
Human capital management
2.52
2.73
2.63
Supply chain management
2.6
2.51
2.56
Diversity and inclusion
2.38
2.51
2.44
Key
Environment
Social
Governance
Alignment to our strategy
Alignment to our stakeholders
Alignment with the UN SDGs
Drive social development
Workforce
Focus on environmental care and reporting
Shareholders and providers of capital
Maximise returns for all stakeholders
Joint Venture partners
Pillar 1: Upstream
Suppliers and contractors
Pillar 2: Midstream gas
Host communities
Pillar 3: New energy
Customers
Government and regulators
* Ratings weighted by number of respondents in each stakeholder group (per material topic) to normalise for size effect. Maximum score of 3.
**Calculates simple average of both categories to reflect overall score between 1 - 3.
OVERVIEW
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Seplat Energy Plc
51
Annual Report and Accounts 2024
Environmental
Climate change
Water and waste management
Alignment to strategy
UN SDGs
Alignment to strategy
UN SDGs
Stakeholder groups
Key performance metric
Carbon intensity (kgCO2e/boe) for
operated assets
Stakeholder groups
Key performance metrics
Water usage; waste generation
Approach
As an energy company, we prioritise reducing our carbon footprint
by investing in renewable technologies, adopting energy-efficient
practices, and minimising methane flaring to mitigate our
environmental impact.
Impact
Neglecting climate change can lead to regulatory scrutiny, reputational
damage and financial risks. We actively reduce carbon emissions to
ensure sustainable operations and contribute to a better future.
Sustainability-related risks and opportunities
• Climate change adaptation
• Climate change mitigation
• Energy transition
Approach
Our environmental sustainability depends on adequate water
resources and waste management. We implement stringent water
treatment processes and use proper disposal methods for
hazardous waste generated during our operations.
Impact
We acknowledge that our actions can harm the environment,
resulting in fines and biodiversity loss. We strive to minimise our
ecological impact while responsibly protecting local communities
and ecosystems.
Sustainability-related risks and opportunities
• Pollution of water
Social
Health, safety and security
Human rights and community relations
Alignment to strategy
UN SDGs
Alignment to strategy
UN SDGs
Stakeholder groups
Key performance metrics
Lost Time Injury Frequency Rate ;
Total Recordable Incident Rate
Stakeholder groups
Key performance metric
Human rights and community
relations
Approach
Safety and well-being are paramount in our industry. We implement
strict health protocols and wellness initiatives to protect employees,
while prioritising security for our workers and local communities.
Impact
Neglecting health, safety, and security can lead to accidents and
severe consequences. We commit to prioritising these areas to
protect our workers and communities, and maintain our Company’s
reputation.
Sustainability-related risks and opportunities
• Employee health and safety
Approach
We prioritise human rights and positive community relations for
sustainable operations. Our commitment includes engaging with
local communities, addressing grievances, and implementing social
projects to enhance livelihoods and foster trust.
Impact
Neglecting these principles could lead to protests, social unrest,
project delays and reputational damage, which would negatively
impact our success. Therefore we are committed to upholding
these values in all our operations.
Sustainability-related risks and opportunities
• Rights of Indigenous people
• Economic and social development of our communities
Social
Critical incident risk management
Supply chain management
Alignment to strategy
UN SDGs
Alignment to strategy
UN SDGs
Stakeholder groups
Key performance metric
Training and readiness assessments
for emergency response teams
Stakeholder groups
Key performance metrics
Supplier compliance with labour and
environmental standards; Number of
sustainability trainings conducted for
strategic vendors
Approach
In a region with security challenges, we prioritise risk management
by creating emergency response plans, implementing security
protocols for personnel and assets, and collaborating with local
authorities to reduce risks.
Impact
Security incidents such as sabotage or theft can disrupt our
operations, endanger the safety of our personnel and cause
damage to our infrastructure, resulting in production losses and
reputational harm to our Company.
Sustainability-related risks and opportunities
• Process safety
Approach
We prioritise ethical sourcing and responsible supply chain
management. Through supplier due diligence, local procurement,
and strict adherence to labour and environmental standards, we aim
to minimise risks effectively.
Impact
Ethical lapses or non-compliance within our Company’s supply chain
can harm our reputation, disrupt our operations, and result in legal or
regulatory penalties.
Sustainability-related risks and opportunities
• Management of relationships with suppliers, including payment
practices
OVERVIEW
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ADDITIONAL INFORMATION
Material issues continued
Seplat Energy Plc
52
Annual Report and Accounts 2024
Environmental
IFRS S1
Ecological impact
Alignment to strategy
UN SDGs
Stakeholder groups
Key performance metric
Number of environmental incidents
or spills
Approach
As a company that operates mainly onshore in the Niger Delta, we
are committed to addressing the ecological impact of our activities.
We aim to minimise oil spills, mitigate habitat destruction, and
implement reforestation programmes to restore damaged areas.
Impact
Acknowledging our actions can harm the environment, leading to
fines and biodiversity loss, we strive to minimise our ecological
impact and protect local communities and ecosystems responsibly.
Sustainability-related risks and opportunities
• Pollution of air
• Pollution of soil
Social
Human capital management
Diversity and inclusion
Alignment to strategy
UN SDGs
Alignment to strategy
UN SDGs
Stakeholder groups
Key performance metrics
Employee turnover rate; Employee
engagement scores
Stakeholder groups
Key performance metric
Percentage of women employees in
the workforce, the Board and in
senior management; Diversity and
inclusion training (hours).
Approach
Human capital management is crucial in the energy sector. We
focus on talent acquisition, employee engagement, positive culture,
recognition and succession planning to ensure operational efficiency
and future leadership development.
Impact
Inadequate human capital management within our Company can
result in talent shortages, decreased productivity and heightened
safety risks, negatively affecting our business operations in the oil
and gas industry.
Sustainability-related risks and opportunities
• Working conditions
Approach
Promoting diversity and inclusion is vital for our success. We
implement inclusive practices, gender initiatives, and local content
development to enhance engagement, attract talent, and strengthen
stakeholder relationships.
Impact
Neglecting diversity and inclusion initiatives can have negative
consequences for our Company, including decreased employee
morale, hindered innovation, and strained community relations.
Sustainability-related risks and opportunities
• Workplace culture and policy
Governance
Regulatory compliance
Business ethics and transparency
Alignment to strategy
UN SDGs
Alignment to strategy
UN SDGs
Stakeholder groups
Key performance metric
Training and readiness assessments
for emergency response teams
Stakeholder groups
Key performance metric
Percentage of workforce who have
received anti-corruption training;
confirmed incidents of corruption
Approach
Compliance with the legal and regulatory frameworks is fundamental
for our Company’s operation in Nigeria’s energy sector. We stay
updated on evolving regulations, obtain the necessary permits and
licences, and implement internal controls to ensure adherence to
legal requirements.
Impact
Non-compliance with legal and regulatory requirements poses significant
risks, including fines, legal disputes, project delays and reputational damage.
Vigilance in strict compliance is vital for our Company’s success.
Sustainability related risks and opportunities
• Management of legal and regulatory framework
Approach
Maintaining high business ethics and transparency is vital for earning
stakeholders’ trust. We implement ethical guidelines, promote
transparent financial reporting, and ensure accountability for
misconduct to achieve this goal.
Impact
Breaching ethics or lacking transparency erodes trust, harms our
Company’s reputation, and invites legal consequences.
Sustainability related risks and opportunities
• Bribery and corruption
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ADDITIONAL INFORMATION
Seplat Energy Plc
53
Annual Report and Accounts 2024
Valuing the environment
and climate
As Nigeria's leading indigenous energy company, Seplat Energy is committed to
reducing the environmental impact of its operations while providing sustainable
energy solutions. We aim to meet growing energy demands responsibly, while
addressing the critical challenge of climate change through robust emissions
reductions and the adoption of renewable energy solutions.
Our goal
UN SDGs
A strategy for
sustainable growth
Environmental performance metrics
Climate change
Materiality
Climate change is a material issue for Seplat Energy, influencing both
our risk profile and strategic direction. We are committed to the
principles of the Paris Agreement and recognise our responsibility to
address climate risks while maximising social benefits. We are
managing the transition to a low-carbon economy through robust
emission reduction initiatives and proactive adaptation strategies. By
addressing climate change, we not only mitigate potential regulatory
and market risks but also position ourselves to seize emerging
opportunities in the evolving energy landscape.
Our short- and medium-term priorities
• End routine flaring of associated gases and methane emissions
• Commitment to integrate renewable energy sources into
operations
• Commitment to reduce overall energy consumption and
associated GHG emissions
• Report additional Scope 3 emissions categories
Targets
• 70% reduction in Scope 1 emissions by end 2025
• 40-50% reduction in methane emissions by end 2025
• Achieve net zero emissions in our operated assets by 2050
1.
Our reporting methodology adheres to the 2015 GHG Protocol Corporate Accounting
and Reporting Standard. This methodology is based on guidance from the International
Petroleum Industry Environmental Conservation Association (IPIECA) for sustainability
reporting in the oil and gas industry. The Company reports all relevant GHG Protocol
emissions within Scopes 1 and 2..
2.
We use the equity method to calculate our GHG emissions.
3.
Scope 1 emissions arise from flaring, combustion emissions, process emissions, and
fugitive emissions from well sites, flow stations, gas production facilities, and office
locations.
4.
Scope 2 emissions arise from purchased electricity consumption at corporate and field
logistics offices.
5.
Our GHG accounting system follows the methodologies outlined in the API Compendium
2021.
6.
Our reporting boundaries are detailed on page 1
7.
Read more about our carbon intensity metrics on pages 45.
8.
Gross Scope 1 emissions consist of CO2, CH4 and N20.
9.
Flaring makes up around [70]% of our operated assets, GHG emissions.
10.
Flare volumes are aggregated on a facility level and include a combination of metered
direct measurements and estimates from regulator approved individual well test
programmes.
11.
We monitor Acid Gas (Non-GHG emissions) at production facilities to assess compliance
against NUPRC (Nigerian Upstream Petroleum Regulatory Commission) regulatory limits
(SOx 125ug/m3, NOx 200ug/m3, COx 10ppm and SPM 250ug/m3). To improve
comparability to other organisations, we intend to report Acid Gas (Non-GHG emissions)
in tonnes as per the IFRS Sustainability Reporting Guidelines in future reporting as we
established a local methodology for determining quantitative emissions in tonnes was
not available.
12.
Produced water volumes and the associated percentages injected for OMLs 4, 38 & 41
have been revised for 2023 to correct a calculation error identified in our 2023 data.
GHG intensity
kgCO₂e/boe
32.3
29.4
Gross Scope 1
tCO₂-e
629,919 565,424
OMLs 4, 38 & 41
tCO₂-e
398,616
373,211
OML 53
tCO₂-e
56,340
33,929
OPL 283
tCO₂-e
9,389
18,902
OML 40
tCO₂-e
164,490 138,676
Offices
tCO₂-e
1,084
707
CO2
tCO₂-e
472,204 413,230
OMLs 4, 38 & 41
tCO₂-e
299,127 272,340
OML 53
tCO₂-e
43,918
25,870
OPL 283
tCO₂-e
7,877
13,660
OML 40
tCO₂-e
120,212 100,660
Offices
tCO₂-e
1,070
700
CH4
tCO₂-e
156,016 151,990
OMLs 4, 38 & 41
tCO₂-e
99,342 100,740
OML 53
tCO₂-e
12,400
8,050
OPL 283
tCO₂-e
54
5,240
OML 40
tCO₂-e
44,214
37,960
Offices
tCO₂-e
6.94
—
Flaring
tCO₂-e
494,694 430,807
OMLs 4, 38 & 41
tCO₂-e
307,908 277,625
OML 53
tCO₂-e
46,526
30,376
OPL 283
tCO₂-e
9,138
12,832
OML 40
tCO₂-e
131,123 109,973
Process emissions
tCO₂-e
6,579
6,875
OMLs 4, 38 & 41
tCO₂-e
6,579
6,875
OML 53
tCO₂-e
—
—
OPL 283
tCO₂-e
—
—
OML 40
tCO₂-e
—
—
Offices
tCO₂-e
—
—
Vented emissions
tCO₂-e
—
—
OMLs 4,38 & 41
tCO₂-e
—
—
OML 53
tCO₂-e
—
—
OML 40
tCO₂-e
—
—
OPL 283
tCO₂-e
—
—
Offices
tCO₂-e
—
—
Metric
Unit
FY24
FY23
OVERVIEW
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ADDITIONAL INFORMATION
ESG performance
Seplat Energy Plc
54
Annual Report and Accounts 2024
Other combusted emissions
tCO₂-e
34,142
32,522
OMLs 4, 38 & 41
tCO₂-e
23,834
26,379
OML 53
tCO₂-e
4,400
128
OPL 283
tCO₂-e
251
2,344
OML 40
tCO₂-e
4,573
3,672
Offices
tCO₂-e
1,084
—
Fugitive emissions
tCO₂-e
94,504
94,514
OMLs 4, 38 & 41
tCO₂-e
60,295
62,333
OML 53
tCO₂-e
5,414
3,426
OPL 283
tCO₂-e
—
3,726
OML 40
tCO₂-e
28,794
25,030
Offices
tCO₂-e
—
—
Gross Scope 2
tCO₂-e
1,105
1,321
OMLs 4, 38 & 41
tCO₂-e
75
67
OML 53
tCO₂-e
7
3
OPL 283
tCO₂-e
10
220
OML 40
tCO₂-e
21
22
Offices
tCO₂-e
993
1,009
Scope 3 emissions
tCO₂-e
4,849,879
—
Category 1: Purchased Goods
and Services (currently as
Drilling Operations)
tCO₂-e
17,322
—
Category 5: Waste Generated
in Operations
tCO₂-e
1,461
—
Category 6: Business Travel
tCO₂-e
1,441
—
Category 7: Employee
Commute
tCO₂-e
321
—
Category 11: Use of Sold
Products
tCO₂-e
4,826,782
—
Category15: Investments
(AGPC)
tCO₂-e
2,552
—
VOCs
ppm
0.8
—
OMLs 4, 38 & 41
ppm
2.4
1.2
OML 53
ppm
1.3
0.8
OPL 283
ppm
0.8
0.1
OML 40
ppm
9.1
NOx
ug/m3
1.0
—
OMLs 4, 38 & 41
ug/m3
—
1.3
OML 53
ug/m3
0.1
—
OPL 283
ug/m3
0.9
—
OML 40
ug/m3
30.5
SOx
ug/m3
—
—
OMLs 4, 38 & 41
ug/m3
—
3.6
OML 53
ug/m3
—
—
OPL 283
ug/m3
<0.01
—
OML 40
ug/m3
—
COx
ppm
1.7
—
OMLs 4, 38 & 41
ppm
—
0.8
OML 53
ppm
1.7
0.8
OPL 283
ppm
<0.01
—
OML 40
ppm
0.2
Suspended particulate
matter released ug/m3
ug/m3
OMLs 4, 38 & 41
ug/m3
11.1
6.6
OML 53
ug/m3
0.2
0.1
OPL 283
ug/m3
0.6
0.9
OML 40
ug/m3
4.4
Metric
Unit
FY24
FY23
Scope 1 and 2 emissions
In 2024, our Scope 1 emissions (equity interest), which include direct
emissions, increased to 456,040 tCO2e, up from 407,847 tCO2e in
2023. This rise was primarily driven by increased production from our
Eastern Assets and significant non-routine flaring during the
turnaround maintenance of the Oben Gas Plant, which accounted for
approximately 30% of Oben’s total flares in 2024. Despite this year-
on-year increase, our long-term emission reduction initiatives have
resulted in an overall reduction of 27.8% compared to our base year
of 2020. We remain committed to further optimising operational
efficiency, minimising flaring and implementing targeted strategies to
drive sustained reductions in our carbon footprint.
For Scope 2 emissions, which cover indirect emissions from the
consumption of purchased electricity, we achieved a marginal
reduction from 1,079 tCO2e to 1,075 tCO2e.
Scope 3 emissions
We have made progress in calculating and reporting our Scope 3
emissions. As of 2024, we are now covering six key categories: waste
generated from operations, employee commute, investments, use of
sold goods, upstream leased assets, and business travel. This
represents a significant advancement in our comprehensive strategy
for managing and reducing our carbon footprint. In 2024, covering
these six categories, emissions were 4.85 MtCO2e.
Looking ahead, for our Onshore assets we aim to report on the
remaining Scope 3 categories by 2026, following the completion of
our supplier engagement process and the establishment of
necessary data collection mechanisms. This approach will enable us
to gather accurate information across all relevant categories, providing
a clearer understanding of our overall emissions impact.
Once we establish our complete Scope 3 numbers, we will leverage
these findings to identify the key areas where we can make the most
significant impact. By understanding the main drivers of our emissions,
we can concentrate our efforts on the areas where we can effectively
influence reductions. This will enable us to take targeted actions
towards achieving our long-term sustainability goals.
End-of-Routine Flaring (EORF)
Seplat End-of-Routine Flaring (EORF) roadmap (detailed on pages 72-
73), sets specific milestones and targets investments in production
facilities to lower Scope 1 GHG emissions.
Significant milestones were achieved in 2024 with the successful
completion and commissioning of the Amukpe, Sapele and Oben
screw compressors in the fourth quarter. First gas was also achieved
at Sapele Gas Plant in Q4 2024 while efforts to commercialise gas
from that axis is still ongoing. Commissioning activities also
commenced at the Jisike gas lift compressor station in December
2024, with final operationalisation and full value realisation expected in
Q1 2025.
Advancing our LDAR programme
Throughout 2024, we made significant progress in implementing our
leak detection and remediation (LDAR) roadmap by identifying and
remediating fugitive emissions across Seplat facilities in accordance
with the plan submitted to the NUPRC. At our Western Asset sites —
specifically the Oben Gas Plant, Oben Flow Station, and Oben AG
compressor station — we identified and remediated a total of 50
leaking connections, which had a combined estimated leak rate of
approximately 0.016824 MMscfd, or 6.14 MMscf per annum.
Similarly, at our Eastern Asset locations, including the Jisike and Ohaji
flow stations, we carried out a planned campaign to identify fugitive
emissions. Aside from the active cold venting from the Jisike surge
vessel, remediation is scheduled to be completed in 1H 2025, and no
other significant leaking connections were detected.
During 2025, we remain committed to reducing GHG emissions. We
will continue the disciplined execution of our leak detection
programme, with quarterly fugitive leak identification campaigns
across all our operated facilities. Furthermore, we will continue
providing quarterly reports to the NUPRC to inform them of our
progress.
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ADDITIONAL INFORMATION
Seplat Energy Plc
55
Annual Report and Accounts 2024
Metric
Unit
FY24
FY23
Total water consumed m³
43,105
na
OMLs 4, 38 & 41
m³
41,339
na
OML 53
m³
1,766
na
OPL 283
m³
—
na
OML 40
m³
na
na
Offices
m³
na
na
Volume of produced
water
m³
1,214,639
658,826
OMLs 4, 38 & 41
m³
787,372
606,877
OML 53
m³
10,215
3,824
OPL 283
m³
6,503
5,382
OML 40
m³
410,549
42,743
Percentage discharged
(produced water)
%
OMLs 4, 38 & 41
%
—%
—%
OML 53
%
—%
—%
OPL 283
%
100%
100%
OML 40
%
45%
32%
AGPC
%
—%
—%
Percentage injected
(produced water)
%
OMLs 4, 38 & 41
%
73%
76%
OML 53
%
—%
—%
OPL 283
%
—%
—%
OML 40
%
—%
—%
Percentage recycled
(produced water)
%
OMLs 4, 38 & 41
%
—%
—%
OML 53
%
—%
—%
OML 40
%
—%
—%
OPL 283
%
—%
—%
Hydrocarbon content in
discharged water
%
OMLs 4, 38 & 41
%
—%
—%
OML 53
%
—%
—%
OPL 283
%
3%
20%
OML 40
%
—%
—%
Number and duration of
non-technical delays
Days
OMLs 4, 38 & 41
Days
1
—
OML 53
Days
—
—
OPL 283
Days
—
—
OML 40
Days
—
3
Non-hazardous waste
Tonnes
339
264
Non-hazardous
(compost) waste
Tonnes
250
190
Non-hazardous (mixed
recyclables) waste
Tonnes
89
74
Hazardous waste*
Tonnes
52
86
*
Our waste data is aggregated from well sites and production facilities in our Western and
Eastern operations and excludes waste from our corporate offices
Non Hazardous (compost) waste: Biodegradable consisting of food and garden waste
Non Hazardous (mixed recyclables) waste: Non biodegradable waste comprising of
plastics, paper, cardboard, glass and metal waste
Hazardous waste includes waste oil, oil contaminated waste and waste chemicals
Centralised power generation for energy
efficiency
Our diesel displacement programme is a comprehensive carbon
reduction strategy designed to meet the current and future power
requirements across Seplat’s facilities, while taking into consideration
the anticipated growth projects expected to be completed in the near
future.
Phase 1 is focused on establishing a centralised gas power generation
system for all Seplat facilities, replacing the routine use of diesel
generators. Diesel generators will be kept solely for emergencies and
black starts. The centralisation of power for the Oben and Sapele
West facilities has been completed, while work on centralising power
for the Amukpe facilities is ongoing and is expected to be finished
during 2025.
Phase 2 will involve converting existing diesel generators to LPG or
propane-fired engines. This conversion will further lower our carbon
footprint and contribute to reduced opex. From 2025 to 2026, these
projects will include replacing diesel generators with gas generators
using CNG at the Rapele LACT Unit and the Amukpe warehouse.
Additionally, CNG/LPG conversion kits will be installed to enable all
emergency and black-start diesel generators to operate with CNG or
LPG. Work on these efforts will begin following the completion of
CNG/LPG conversion projects.
The new centralised gas power generation system will prioritise safety
and reliability through thorough risk assessments, state-of-the-art
monitoring systems, regular maintenance, employee training, and
strict adherence to industry standards. Transitioning from diesel to
gas power generation will significantly boost energy efficiency by
optimising our power systems and reducing energy losses. Gas
generators typically achieve higher efficiency than diesel engines,
leading to lower fuel consumption for the same power output. This
shift will reduce operational costs and carbon emissions, supporting
our sustainability goals and decreasing our environmental impact.
Solar generation at the Amukpe warehouse
As part of our sustainability efforts, we have launched a pilot project to
integrate solar power into our Amukpe warehouse infrastructure. The
installation for the warehouse has been completed, replacing 133 kVA
of diesel generation, and when operational will lead to cost savings
and environmental benefits. Although this is a small-scale project, it
emphasises our overarching commitment to reducing our carbon
emissions footprint and adopting renewable energy solutions.
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Progress on carbon credits initiative
A significant milestone was reached in the Ohaji gas flare reduction
project's carbon credit initiative with its approval and registration of
carbon credits in the project design document (PDD) by the German
Emissions Trading Authority (DEHSt). The validation and monitoring
process has begun, paving the way for carbon credit monetisation
during 2025, contingent on the completion of the end of routine
flares project.
To mitigate risks related to price volatility and sales uncertainty in the
carbon market, we are considering dividing the UER project volumes
into forward (90%) and spot (10%) sales tranches. This would result in
an indicative minimum revenue of €16.4 million from forward sales and
€1.8 million from spot sales, assuming a price of €120/tCO2e. A portion
of the proceeds will be allocated as success fees to consultants, in
line with our agreements.
Regarding the Tree4life afforestation project, an opportunity has been
identified to generate carbon credits that can be used internally to
offset Seplat's emissions while also creating a long-term source of
passive income for the next 40 years.
Water and wastewater management
Materiality
Water and wastewater management are material to Seplat Energy,
given our operational reliance on water resources and the
environmental implications of our waste streams. We implement
stringent water management practices and state-of-the-art
treatment processes to safeguard local water supplies and comply
with environmental regulations. This proactive approach not only
protects critical resources but also reinforces our commitment to
sustainable operational practices.
Our short- to medium-term priorities
• Conclude water management strategy for operated assets
• Meter all water sources in the operated assets to achieve 100%
coverage
Water resource management
In 2024, we developed a water management strategy for our operations
and completed the installation of water meters across our operational
facilities to monitor direct water consumption and usage. A total of 15
meters were installed in both our Eastern and Western Asset locations,
and we aim to determine usage intensity, and analyse consumption
patterns and define initial reduction targets and initiatives by the end of
2025. Additionally, a detailed water risk assessment was conducted,
which covered water stress, vulnerability and portfolio risk assessments.
The identified physical, regulatory and reputational risks were evaluated
to be largely direct with moderate ratings. This assessment was
followed by the development of Seplat’s water management strategy
with targeted mitigations to address prioritised water-related risks and
drive water use optimisation as well as wastewater (including produce
water) management across Seplat’s operational landscapes. Seplat’s
implemented strategy also enhances contributions and alignment
towards achievement of UN SDG 6: Clean Water and Sanitation, in
particular Targets 6.3 and 6.4; with associated reductions in freshwater
consumption and resource use moderation.
Produced water
We have established a comprehensive produced water strategy to
evaluate the environmental impacts of produced water management
practices across OMLs 4, 38, and 41. This strategy adopts a holistic
approach, beginning with production treatment at the Amukpe liquid
treatment facility (LTF). The primary goal is to remove water content while
ensuring that the output meets the Escravos terminal's standard of 0.5%
basic sediment and water (BS&W). Any volumes that fall short of this
requirement are sent to the Forcados terminal, where the terminal
operator oversees additional water handling procedures before crude
lifting.
Furthermore, the water extracted at the LTF is treated to specification
before being injected into water disposal wells. OMLs 4, 38, 41, and 53
have achieved zero discharge of produced water and hydrocarbons
because of this meticulous process. In OML 53, the water produced
by Jisike is managed by the terminal operator, while the Waltersmith
refinery handles that from Ohaji.
At the Umuseti production facility, produced water undergoes primary
treatment through API skimmers and a water clarifier, before being
directed to a water retention pond adjacent to the pit flare, where it
naturally evaporates. Meanwhile, produced water from OML 40 is
treated at a 6,000 bwpd dewatering facility in Opuama and a 5,000
bwpd capacity produced water treatment unit in Gbetiokun. Any
remaining produced water is then exported to the terminal for further
management utilising the LACT unit.
In 2024, Seplat treated 11.2 million barrels of produced water across
our facilities (11.0 million barrels for Western Assets). On our Western
Assets, we ensured that 3.0 million barrels of produced water met
regulatory discharge requirements, and 72.6% of produced water was
safely injected into disposal wells.
Waste management
Seplat continued the implementation of its waste management plan,
which categorises different waste types and prioritises waste reduction
by optimising processes, recycling and reusing materials, where
possible. Additionally, Seplat in partnership with certified NUPRC-
approved third-party waste contractors maintains proper treatment and
disposal of all waste generated from our operations. We also conduct
regular monitoring and reporting to regulators, along with employee
training on waste handling and safety protocols, to ensure responsible
waste management and to eliminate the risk of contamination to air, soil,
and water during waste sorting and handling within our facilities.
Furthermore, during 2024 Seplat continued to maintain zero discharge
of effluent across our operating assets, through effective
implementation of our holistic waste management strategy.
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Ecological impact
Materiality
Minimising our ecological impact is a priority for Seplat Energy. We are
committed to conducting our operations in a way that preserves
biodiversity and minimises environmental disruption. Through rigorous
environmental assessments and sustainable practices, we will
manage the ecological risks associated with our activities, ensuring
that we contribute positively to environmental stewardship and
maintain our operational legitimacy.
Our short to medium term priorities
• Establish biodiversity action plan priorities for conservation
• Protect and enhance biodiversity in Seplat-operated areas
• Minimise disruption to wildlife populations
• Implement reforestation programme
• Seplat Tree4life – commencement of pilot phase
Our targets
• Plant 1 million trees by 2030
Biodiversity and conservation partnerships
Seplat is committed to enhancing and conserving biodiversity within
its operational areas. This aligns with its corporate sustainability
objectives and its biodiversity policy, which supports UN SDG 15.
In 2024, we completed a biodiversity field data gathering survey that
covered our Western and Eastern Assets, through which we
documented the existing and historic species/ecosystem services,
identified areas of high biodiversity value and set priorities within
Seplat operational areas to develop the biodiversity action plan.
Tree 4 life programme
Afforestation plays a vital role in promoting biodiversity conservation,
and we are fully committed to this endeavour. We commenced the
pilot phase of the Seplat Tree4life project (a reforestation programme)
by planting 30,820 trees in Ehor Forest Reserve, Edo State in
partnership with the Nigerian Conservation Foundation (NCF). We
have also committed to upscale our efforts to plant one million trees
by 2030. The trees selected for planting have undergone careful
consideration, including for climate suitability, adaptability to the
planting environment, growth rate, and carbon sequestration potential.
Additional details are included in our 2024 Social Performance Report.
Environmental policy and management framework
In 2024, Seplat introduced a water management policy to establish its
commitment and create a strong framework for aligning our business
operations with strategies that ensure effective water management (in
terms of the volumes withdrawn or consumed), protection of water
quality, maintenance of equitable distribution and reliable access for all.
This policy aligns with Seplat’s environmental management system as well
as established principles governing sustainable use of water resources.
Environmental impact assessment (EIA) and
environmental management plan (EMP)
Seplat, through rigorous environmental management actions,
minimises and where feasible eliminates negative impacts on
ecosystems and communities from its activities. We conduct
thorough environmental impact assessments (EIAs) prior to project
delivery consistent with the EIA Act 1992, as well as, environmental
evaluations for existing operating facilities. We also continue to
implement environmental management plans (EMPs) for all of our
operations. We continue to assess environmental risks, adopt best
practices for waste management, and utilise technologies that reduce
emissions and energy consumption. Additionally, Seplat continues to
implement rigorous monitoring, and mitigation plans consistent with
regulatory standards and best available practices, to address its
impact on air, water and soil, to ensure biodiversity protection, and
gain stakeholders’ support. Regular audits, compliance with applicable
standards, and continuous improvement of Seplat’s environmental
stewardship, which further supports our drive towards sustainable
operations.
Site planning and conservation measures
As part of its field development and project design process, Seplat
conducts thorough EIAs to identify potential risks, select low-impact
drilling locations, and harness the best available technology to
minimise negative impact to the environment. We have also
implemented water conservation techniques, proper waste
management and site restoration practices. Additionally, adopting a
biodiversity and habitat policy and strategies alongside the
comprehensive biodiversity survey of our operational areas in 2024,
forms an integral part of our project design concepts and site
selection for our projects.
Compliance and regulatory adherence
Seplat has developed and implemented policies and procedures that
align with national and international legislations, standards, guidelines
and principles applicable to our business sector. As part of our
commitment to continuous improvement, we are also working
towards standardisation of our operations in alignment with ISO
requirements.
We carry out periodic inspections, reviews and assurances of critical HSE
work processes, including via regulatory compliance audits such as
those required by ISO 45001 and 14001, commenced in 2024,
regulatory facility inspections and OSCP activation across operating
facilities. Further strengthening Seplat's adherence to local and
international regulations.
Environmental incident reporting and compliance
In 2024, Seplat complied with all regulatory requirements in reporting
any environmental incidents. We continued to collaborate with
regulatory agencies such as NUPRC, FMEV, NOSDRA and the state
ministries of environment to ensure full compliance with environmental
standards for all hydrocarbon spill incidents, as well as site clean up,
remediation and restoration projects. We have also maintained our oil
spill contingency plan to assist in the management of all spill related
scenarios in our areas of operation.
Risk management
Through the implementation of its HSE policy, Seplat maintains robust
risk management processes for its operations, demonstrating full
commitment to risk mitigation and adherence to regulatory
compliance.
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Caring for our people, partners
and communities
A diverse, talented, and motivated workforce fuels our success. We treat everyone
who works with us respectfully and support their growth and development. This
commitment allows us to effectively identify, manage, and mitigate risks to our
business. Furthermore, we actively contribute to Nigeria's social and economic
development, creating shared value through strong partnerships and meaningful
engagement with our stakeholders.
Our goal
UN SDGs
Deliver
robust social
development
Social performance metrics
Metric
Unit
FY24
FY23
TRIR (per million man-hours)
Rates
0.456
0.461
OMLs 4, 38 & 41
0.3
0.2
OML 53
2.9
3
OPL 283
0.53
0
OML 40
0
Offices
0
Fatalities
Number
0
0
OMLs 4, 38 & 41
0
0
OML 53
0
0
OPL 283
0
0
OML 40
0
0
Offices
0
0
NMFR (per million man-hours)
Rates
0
OMLs 4, 38 & 41
0.2
0.3
OML 53
0
2
OPL 283
0
0
OML 40
0.5
Offices
N/A
1
HSE training
Hours
5,275
5,868
Process safety event (PSE) rates for LOPC of greater consequence
(Tier 1 count per million man-hours)
Rates
0
0.2
Women as a percentage of workforce
%
24
24
Women in senior management
%
21
18
Trainings on unconscious bias
Hours/
employee
3
6
Local community engagement (operations)
%
100
100
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Health, safety and security
Materiality
The health, safety, and security of our employees, contractors, and
local communities are paramount at Seplat Energy. We consider
these areas material to our operations as they directly affect our ability
to operate safely and efficiently. Our comprehensive safety protocols
and security measures are designed to prevent incidents, protect
human life, and safeguard our assets, thereby ensuring operational
resilience and the continuity of our business.
Our short- to medium-term priorities
• Maintain zero lost-time incidents (LTI)
• Achieve zero serious injuries in the workplace
• Increase the reporting of near-miss incidents
Our targets
• TRIR of less than 0.348 incidents
Health and safety performance
Seplat has successfully achieved 21,518,855 man-hours (of which
2024: 10,957,084; 2023: 8,669,843, balance in 2022) across its
operated assets without any Lost Time Incidents (LTI). This
accomplishment marks more than 810 days since October 2022, we
can showcase an impressive Total Recordable Incident Rate (TRIR) of
0.456 (2023: 0.461) and a Lost-Time Injury Frequency (LTIF) of 0.0
(2023: 0.0).
Key efforts contributing to this remarkable success in 2024 included
the implementation of stakeholder engagement campaigns, such as
‘Line of Fire’ and ‘Finishing Strong’, which were launched to enhance
safety awareness across operational rigs and facilities.
While celebrating these achievements, we remain vigilant and
proactive in addressing high-potential incidents.
HSE training
In 2024, we focused on enhancing health, safety, and environmental
(HSE) knowledge and improving emergency preparedness. We
tailored training programmes to our workforce's specific roles, risks,
and tasks, including office and site personnel. Our key
accomplishments included:
• More than 5,275 hours of health and safety training.
• Awareness and training sessions on the ISO 14001 and 45001
standards, engaging more than 1,400 participants across multiple
sessions.
• Site-specific knowledge improvement through training in process
safety management and emergency awareness, which ensured
operational readiness and compliance.
• Strengthening our investigation capabilities by providing Tripod
Beta methodology training for enhanced incident analysis and
prevention.
• Critical awareness sessions on Medevac awareness, random
drug and alcohol testing, and other essential topics, to foster a
comprehensive understanding of health, safety, and
environmental practices, ensuring the safe delivery of tasks
across all facilities.
Critical incident risk management
Materiality
Effective critical incident management is important to Seplat Energy
as it ensures our preparedness and responsiveness in the face of
unexpected events. A robust incident management framework
enables us to minimise the impact of operational disruptions and
environmental emergencies, thereby protecting our people, assets,
and reputation. This capability is essential for maintaining stakeholder
confidence and ensuring the continuity of our operations under all
circumstances.
Our short- to medium-term priorities
• Achieve Environmental Management Systems (ISO 14001
standards) certification: OML 4, 38 & 41 by 2025, and OML 53 by
2026
• Achieve Asset Management Systems (ISO 55001 standards)
certification: OML 53 by 2026
• Achieve Occupational Health and Safety Management Systems
certification (ISO 45001 standard): OML 53 by 2024
Our targets
• Fewer than two incidents threshold of Tier 1 & 2 incidents
according to API RP 754
Process safety
In 2024, we made progress on our process safety management
improvement initiatives, which aim to enhance our processes and
achieve industry-leading standards in process safety. To protect our
people, facilities, and the environment, we continue to take all
necessary measures to ensure that all process safeguards are in
place and will function on demand. Some of the key process safety
assurance projects we embarked on include:
• Replacement of 40 faulty transmitters and F&G systems at our
Oben and Amukpe facilities
• Upgrade of the level safeguarding system at Amukpe buffer
crude storage tanks
• Remapping of process transmitters / fire and gas detectors
across all Seplat NAG and AG facilities.
The annual calibration and recertification of all safety-critical elements
to ensure that they are within required calibration and will function as
required on demand was carried out. In total, we recorded 12 non-
third-party-related loss of primary containment (LOPC) incidents in
2024, a marginal decrease from the 14 recorded in 2023. We have
carried out investigations to understand the root causes of these
LOPC events and have implemented appropriate measures which we
hope will ultimately enable us to eliminate process safety events in the
future. We remain committed to ensuring that targeted improvement
plans address the underlying root causes.
Emergency preparedness
Our incident preparedness and response framework integrates our
emergency response plan (ERP) and the crisis management plan
(CMP), both of which are structured in alignment with the principles of
our incident management system (IMS). These plans are overseen by
our corporate HSE function and implemented by dedicated crisis
management teams (CMTs) and emergency management teams
(EMTs), ensuring a coordinated and efficient approach to handling
emergencies.
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To ensure preparedness, our incident scenarios cover a wide range of
potential crises, including fires, accidents, medical evacuations, and
LOPC events, among others. Our organisational structure clearly
defines roles and responsibilities, which are assigned based on the
scale and complexity of each incident. This structured approach
involves cross-functional collaboration across key areas such as
operations, production, HSE and External Affairs.
In 2024, we strengthened our emergency preparedness by
conducting oil spill contingency plan activation drills and delivering
enhanced firefighting resources to support operational safety. These
initiatives underscore our commitment to continuous improvement
and readiness to respond effectively to emergencies, minimise impact
and safeguard personnel, assets and the environment.
HSE audits
We performed a series of internal audits, as well as audits of our
contractors' HSE management systems, to ensure continuous
improvement and assurance in our HSE culture.
Asset integrity management
Much of our infrastructure has been in operation for over 40 years,
making it vulnerable to deterioration and corrosion. We employ a
combination of prescriptive and risk-based approaches to manage
the integrity of our assets. By proactively identifying all key asset
integrity exposures, we have implemented remediation projects to
address these concerns.
In 2024, we undertook several key asset integrity risk remediation
projects, which included:
• Replacing 10 high-risk flowlines
• Replacing a 2km section of the highly corroded Amukpe-Rapele
trunkline
• Reinstating the level safeguarding system for the Amukpe buffer
tank
• Completing fabric maintenance at the Sapele and Oben flow
stations
• Conducting CP statutory surveys and remedial works across our
Western and Eastern Assets
• Completing statutory inspections (intelligent pigging) of the 10"
SADL and 10" Oben pigging MFD to Amukpe delivery lines
• Carrying out remedial works on the Amukpe buffer tank bund wall
• Executing remedial works on the Western Asset telecom mast
• Inspecting underwater structures for asset integrity
Additionally, we successfully executed the Oben turnaround
maintenance programme (TAM), completing 36 activities instead of
the planned 32, including four opportunistic scopes. Asset integrity
activities carried out during this maintenance phase involved replacing
close drainage vessels, sectional replacement of close drain piping,
de-bottlenecking the condensate stabiliser, installing motorised valves
at the Oben flow station metering skid, and remediating SD-
dependent fugitive leaks.
We are committed to utilising best-in-class technologies to prevent
corrosion-related flowline leaks. In addition to established corrosion
monitoring methodologies, such as intelligent pigging and cathodic
protection, we also deploy long-range ultrasonic testing (LRUT),
phased array ultrasonic testing (PAUT), and a Fixed UT system to
monitor flowlines and pipelines. This proactive monitoring of corrosion
rates and wall thickness loss allows us to identify high-risk flowlines
and take necessary actions, such as increasing surveillance or
implementing total replacements.
In 2024, we replaced 10 high-risk flowlines susceptible to corrosion
across our Western Assets. Notably, we replaced a 93-metre section
of the Oben 43T flowline, where 50% wall thickness loss was
identified. This proactive measure effectively prevented a potential
LOPC.
ISO 55001
As outlined in our asset management policy, we remain dedicated to
the responsible, safe, sustainable, and cost-effective management of
our assets, infrastructure, and facilities. To reinforce this commitment,
we benchmarked our asset management system against leading
international standards and initiated the ISO 55001 certification
process in 2021. In 2022, we achieved the ISO 55001:2014 asset
management system (AMS) certification for our Western Assets,
becoming the first energy company in Africa to reach this milestone.
We completed the mandatory annual surveillance audits in 2023 and
2024, with no significant nonconformities identified during our first
three-year cycle audits. This confirms that our asset management
system at Seplat West meets best-practice standards. Any minor
nonconformities that arose have been promptly addressed, leading to
enhancements in our processes.
Additionally, we chose to align our Eastern asset management system
with the ISO 55001:2014 AMS standard. In 2024, we completed the
BSI lead Stage 1 and Stage 2 certification audits, successfully earning
the ISO 55001 AMS certification, with no major nonconformities
recorded.
These achievements across our Western and Eastern Assets are a
testament to the collaborative spirit of the Seplat team. Our dedicated
AMS focal persons showed exceptional commitment to their roles,
while strong leadership was vital in striving for excellence in asset
integrity. The ISO 55001 Steering Committee, chaired by the Chief
Operating Officer and comprising the Managing Directors of each
asset, along with other Business Unit Directors, provides guidance and
support to the multidisciplinary working group responsible for
sustaining and improving our Asset Management system in
accordance with the ISO 55001 Standard.
Security
Nigeria presents significant operational challenges from a non-
technical risk perspective, with militancy and organised crime posing
significant risk to our operations, while criminal activities, notably
kidnappings for ransom, pose the greatest threat to our staff. Our
security function strives to mitigate these risks to ‘as low as
reasonably practicable’ (ALARP) in a highly dynamic environment that
constantly challenges the ALARP assertion. We conduct regular
security awareness sessions for staff and develop security plans with
appropriate measures to safeguard Company assets and operations.
Third-party infractions on our pipelines, such as illegal connections for
crude oil theft, directly impact pipeline integrity and pose the risk of
environmental pollution. These activities are exacerbated by
deepened economic challenges and high unemployment rates
amongst local communities. We are adopting a multifaceted
approach involving security measures, community and government
engagements, and the implementation of technical solutions to
address the challenge.
Environmental incident reporting and compliance
In compliance with the stipulations of our specific environmental
permit, we must report any instance involving the unpermitted release
of hydrocarbons and chemicals into the environment. Such incidents
are promptly reported to our Regulators (NUPRC, NOSDRA, and
Ministry of Environment) within 24 hours of their identification. In 2024,
we recorded twenty three reports due to unintentional releases of
hydrocarbons and chemicals into the environment; however, only one
of the spills was Tier 2, according to API 754 (process safety).
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Risk management and regulatory compliance
Within our operations management system (OMS) framework, Seplat
has implemented various control systems to identify and mitigate
catastrophic and tail-end risks. Our commitment to risk identification
and control is unwavering, especially in cases where there is a potential
for significant accidents. We have established an incident review panel
(IRP) to address these concerns comprehensively. The management
of occupational health and safety risk aligns with the Seplat risk
management policy, supported by a range of procedures that outline
specific risk management processes such as HAZOP (Hazard and
Operability Study), HAZID (Hazard Identification), LOPA (Layer of
Protection Analysis), and Control of Work procedures. Throughout the
lifecycle of our assets, Seplat adheres rigorously to all regulatory
requirements.
Human capital management
Materiality
At Seplat Energy, we view human capital management as a critical
driver of our innovation, operational excellence, and competitive
advantage. Investing in the development and well-being of our
workforce is material to our success, as it enhances our ability to
attract, retain, and develop the talent we need to meet current and
future challenges. Our commitment to robust training, diversity, and
employee engagement ensures that our team remains agile and
capable in a dynamic industry.
Our targets
• Improve employee engagement score to 79%
In 2024, we exceeded our employee engagement target, achieving
80% engagement compared to the previous figure of 77%. This
success reflects the effectiveness of our ongoing initiatives and the
commitment of our teams to foster a positive and engaging
workplace. Please see our 2024 Social Performance Report for more
details on our initiatives.
Diversity and inclusion
Materiality
At Seplat Energy, diversity and inclusion are material to our continued
success and innovation. We believe that fostering an inclusive
environment, where diverse perspectives are valued and integrated,
drives better decision-making and strengthens our organisational
culture. Our commitment to diversity not only enhances our
competitiveness in a global market but also reinforces our reputation
as an equitable and forward-thinking company.
Our targets
• 30% women in the overall workforce by 2030
• 40% women in the Senior Leadership Team by 2030
We are deeply committed to promoting gender equality. We actively
encourage our female employees to enhance their skills and broaden
their networks through various workshops, seminars, and sponsorship
opportunities for industry conferences. Our targeted initiatives are
designed to identify and support high-potential female employees in
our succession planning process. Additionally, we offer training and
upskilling opportunities for all our employees.
As of 2024, our Senior Leadership Team comprises four women
(2023: 4), making up 31% of its members, while women represent
25% of our workforce. We aim to achieve 40% female representation
in senior management and 30% across the Company by 2030. Our
women’s network, SWAN, is critical in empowering female employees
and addressing gender disparities within the energy sector. SWAN
organises events throughout the year to foster a supportive and
inclusive environment for women at Seplat. Recently, we partnered
with organisations such as the Women in Energy Network to enhance
gender sensitivity by improving our facilities across operational sites.
Please read our accompanying Social Performance Report for more
details on our diversity and inclusion activities.
Human rights and community relations
Materiality
Respecting human rights and nurturing strong community relations is
at the core of our efforts to drive social development. We understand
that our operations can significantly impact local communities and
Indigenous populations, and managing these relationships effectively
is material to our success. By engaging transparently and
collaboratively, we mitigate social risks and foster an environment of
mutual trust and sustainable development, which is critical for
retaining our social licence to operate.
Our short- to medium-term priorities
• Deliver education support programmes, healthcare initiatives and
access to energy in our communities
Our targets
• Benefit at least 300 teachers in the Seplat Teachers
Empowerment Programme (STEP) annually
• Impact at least 5,000 students across our communities through
the Pearls Quiz and scholarship programmes annually
• Deliver four STEAM labs every year
• Help at least 8,000 people a year across our communities
through the Eye Can See programme
• Deliver sustainable energy systems in four schools every year
Community engagement and support
We recognise the vital role of collaborating with and supporting the
communities where we operate. Our commitment is evident through
various initiatives designed to uplift local populations, which we detail
in our 2024 Social Impact Report and in the Social section of our
website. As a proudly Nigerian operator, we are fully aware of the
need to uphold the high operational and governance standards
expected in our industry. We are dedicated to maintaining these
standards while actively engaging with our communities.
Our objective is to create a positive impact on our stakeholders and
the communities we serve. To achieve this, we have implemented
various engagement processes and due diligence practices that
ensure effective collaboration with all our stakeholders, including local
communities. By working together, we can significantly contribute to
these communities' well-being. Please read more in our 2024 Social
Performance Report.
Transition to PIA community engagement model
We are working diligently to ensure that we fully comply with the
Petroleum Industry Act (PIA) and its anchor regulations. We have
replaced our previous community engagement model with the one
prescribed by the PIA, and have established four Host Communities
Development Trusts (HCDTs) and their management committees in
accordance with the PIA’s requirements. Our new community
engagement model follows the structure in the PIA, and we have
established clear lines of accountability. We are fully committed to
community development and to adherence to the PIA regulations.
Social programme achievements
In 2024, we made substantial progress by installing solar panels,
granting 100% renewable energy access at five schools and three
hospitals, thereby advancing our goal of increasing energy access
while enhancing our capabilities in the power and renewable energy
sectors. In 2025, we plan to provide additional host community
hospitals and schools with reliable renewable power. These initiatives
underscore our commitment to sustainability, social responsibility, and
creating long-term value for all stakeholders.
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Local communities: stakeholder engagement and
relationship management activities
We are committed to strong and transparent relationships with the
communities in which we operate. We prioritise fairness, open
dialogue, co-operation, and shared development alongside local
communities. Our engagement process begins with initial discussions
at a project's outset and continues throughout all phases, including
operation and decommissioning. This ongoing dialogue is vital in
helping us avoid delays or disruptions caused by community
concerns. Our engagement activities encompass proactive
conversations, project kick-off meetings, town hall sessions,
monitoring and inspection events, decommissioning discussions, land
acquisition talks, and open forums for community input.
Conflict resolution and peace-building mechanism
Our approach to managing grievances emphasises identifying
complaints and taking appropriate actions that align with our
commitment to serving the needs of our local communities. We have
assembled a dedicated team focused on grievance management
and conflict resolution. We also engage a reliable and impartial third-
party mediator to resolve disputes and ensure fair outcomes. For
intra-community conflicts and land disputes, we often collaborate with
traditional rulers to foster understanding and resolution. Additionally,
state governments play a crucial role in addressing boundary disputes
and claims related to multiple ownership of wellheads.
Supply chain management
Materiality
Effective supply chain management is important to Seplat Energy as it
ensures the integrity and sustainability of our operational network. We
are committed to maintaining rigorous oversight of our supply chain,
emphasising ethical practices and adherence to environmental and
social standards. By doing so, we reduce operational risks and
enhance the resilience of our business, ensuring that all aspects of our
value chain contribute positively to our overall performance.
Our short- to medium-term priorities
• Ensure that all suppliers adhere to Seplat’s ethical policies
• Foster supplier diversity by supporting local and women-owned
businesses
• Collaborate with suppliers to build their capacity in sustainability
and responsible business practices
Our targets
• Inclusion of our key suppliers in our Scope 3 emissions reporting by
2026
Our approach to a sustainable supply chain
At Seplat, we are deeply committed to responsible and sustainable
supply chain management. Our dedicated team rigorously analyses
our sphere of influence to identify both risks and opportunities within
our supply chain. We strive to set the industry standard for end-to-
end supply chain management, aligning our goal of achieving higher
profit margins with our core values. Additionally, we are committed to
enhancing the capabilities of local contractors and suppliers by
elevating them to our standards, which in turn increases their revenue
potential and ensures effective performance management.
Our due diligence process for engaging third-party vendors is
comprehensive. We use a standardised technical evaluation criteria
template that encompasses various aspects, including regulatory
compliance, financial stability, technical expertise, and historical
performance in health, safety, and environmental (HSE) practices. In
recent years we have expanded our criteria to include Environmental,
Social, and Governance (ESG) standards, significantly improving our
risk screening process. Depending on the contract, we may also
conduct audits of vendor operations to ensure alignment with our
standards.
Vendor engagement programmes
The annual Vendors’ Forum is a crucial event where Seplat and
industry updates are shared with vendors. It also reiterates the
expectations, standards, and performance criteria that we apply.
Additionally, vendor feedback is collected during this forum. In 2024,
the theme was Promoting Nigerian Content Through Diversity and
Green Partnership…Sustainability Mindset Continuum. More than 2,900
vendors attended the event in Lagos, including select commercial and
trade banks. This was a remarkable increase over the participation in
2023. The 2024 Venors Forum was followed by the first ever Seplat
Vendors’ Merit Awards (SVMA) where 26 suppliers were recognised
for exceptional performance in 10 categories of doing business with
Seplat. We aim to run the SVMA on a yearly basis to encourage
strong performance by the suppliers and to recognise their efforts in
doing so.
Prior to the 2024 Vendors’ Forum, Seplat had already engaged all
suppliers to share our drive to measure and reduce the carbon
intensity of our operations and supply chain.
In September 2024, based on their commitment to sustainability and
environmental responsibility, we identified three key strategic suppliers
to partner and pilot with on green initiatives aimed at reducing
emissions across the supply chain. Work on fully onboarding these
vendors has commenced.
A programme targeted at women-owned businesses was also
launched in Q4, 2024. The first Women-Owned Business Forum was
held to engage with women business owners on creating value and
enhancing business performance in the energy industry in Nigeria.
The event in Lagos, attracted 400 women business-owner attendees.
Contractor empowerment programme
This programme aims to develop the capacity and capabilities of local
contractors. This helps to boost local economic development and
enables cost savings for the business by sourcing vendors locally. In
2024, an estimated 20% of the procurement budget was spent on
products/services purchased locally. In the same year, 115 community-
based vendors were awarded contracts. In light of this we organised
and delivered the Contractors’ Empowerment Workshop, aimed at
improving the participation of community suppliers in Seplat’s
business, with 208 community suppliers attending the event in Warri,
Delta State.
We also achieved our ESG training targets in 2024, with 100% of our
category specialists and contract holders, and 100% of our strategic
vendors, being trained. We plan to train 100% of our core vendors by
the end of 2025.
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Living by the strictest governance
standards
To achieve sustainable growth and consistently deliver value to our stakeholders, we
must adhere to the highest standards of governance and accountability. Upholding
strong ethical principles in our operations and among our partners is fundamental to
our business approach. This commitment allows us to effectively identify and manage
risks, maintain our licence to operate, and protect our reputation.
Our goal
UN SDGs
Deliver leading
corporate governance
Alignment to our strategy
Alignment to our stakeholders
Drive social development
Workforce
Focus on environmental care and reporting
Shareholders and providers of capital
Maximise returns for all stakeholders
Joint Venture Partners
Pillar 1: Upstream
Suppliers and contractors
Pillar 2: Midstream Gas
Host communities
Pillar 3: New Energy
Customers
Government and regulators
Governance performance metrics
Metric
Unit
FY24
FY23
Ethics and compliance training
Hours/employee
N/A
3.5
Regulatory update sessions
Number/year
N/A
4
Operations assessed for unethical behaviour
%
N/A
100
Workforce who have received anti-corruption training
%
N/A
95
Business ethics and transparency
Materiality
Upholding robust business ethics and ensuring transparency in all our
dealings is material to our integrity and long-term success. Our
commitment to ethical conduct builds trust with investors, regulators,
and the communities in which we operate.
Our short to medium term priorities
• Zero tolerance for bribery and corruption, ensuring full compliance
with local and international regulations
• Commitment to whistleblower protection
• Achieve 100% compliance with conflict-of-interest disclosures for
all relevant stakeholders within the organisation.
Our code of business conduct
Our Code of Business Conduct, available in multiple languages, is the
cornerstone of our commitment to safety, integrity, and transparency.
It sets out the general business principles and commitments we
uphold with our stakeholders and clearly outlines the values that guide
our day-to-day decision-making and interactions. The Code details
our expectations for Directors, senior management, employees, and
extends to our suppliers, contractors, consultants, and business
partners, ensuring that everyone involved adheres to the highest
ethical standards. Our progress in embedding these principles is
regularly reviewed by our Executive and Audit Committees, ensuring
that our commitment remains robust, current, and fully aligned with
best practices and international standards.
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Ethical standards and a culture of integrity
We are committed to conducting our business fairly, transparently,
and with the highest ethical and legal standards. Our Anti-Bribery and
Corruption Policy underscores this commitment, demonstrating our
zero tolerance for bribery and corruption in all its forms. This policy,
which is regularly updated, strictly prohibits facilitation payments,
misappropriation, kickbacks, and any form of extortion. It also outlines
clear guidelines on the giving and receiving of gifts and hospitality,
managing interactions with public officials, and making political and
charitable donations. Comprehensive reporting, documentation, and
whistleblowing mechanisms are in place, ensuring that any violation is
met with immediate disciplinary action. Our Policy Portal provides easy
access to these rules for all employees, supported by our Integrity and
Compliance Managers who work closely with regional teams to
identify and address local risks.
Similarly, our Anti-Fraud Policy is a cornerstone of Seplat Energy’s
commitment to integrity and transparency. This policy provides all
stakeholders with clear guidance on recognising, preventing, and
responding to fraud and misconduct. It delineates the responsibilities
of employees, Directors, and third parties in upholding our anti-fraud
stance, and includes mechanisms for fraud risk management—from
early detection to prompt investigation and reporting to law
enforcement agencies when necessary. The policy outlines potential
fraud indicators, offers whistleblower protection, and details the steps
to be taken following any findings of misconduct. By fostering a
culture of accountability and ethical behaviour, we ensure that our
operations remain secure, our reputation intact, and our business
resilient in the face of fraud-related risks.
Managing our supplier relationship
We enforce our Anti-Bribery and Corruption (ABC) Policy throughout
our supply chain by relying on key principles that promote
transparency, accountability, and ethical conduct. We conduct vendor
registration using Dun & Bradstreet to verify company ownership and
prevent conflicts of interest, as mandated by our policy. Employees
are required to complete Conflict of Interest declarations, while a
rigorous bidder selection process—guided by our internal protocols—
ensures fairness and prevents power abuse. Tender management is
carried out transparently through platforms such as the E-Tender
Portal and NipeX, with strict adherence to taxation compliance,
including the provision of mandatory Tax Clearance Certificates. To
further reinforce our commitment to integrity and ethical standards,
we implement checks and balances in our contracting processes,
include the ABC Policy in our contract documents, and provide regular
refresher training sessions for both employees and suppliers.
Regulatory compliance
Materiality
Regulatory compliance is fundamental to our operations and long-term
sustainability. We recognise that strict adherence to local, national, and
international regulations not only minimises legal and financial risks but
also underpins our reputation as a responsible operator.
Our priorities
• Ensure full compliance with all local, national, and international
regulations that govern Seplat’s operations.
Government regulations and policy proposals
addressing environmental and social factors
We actively engage with government regulations and policy proposals
that shape the environmental and social landscape of the oil and gas
industry. We strive to align our corporate positions with regulatory
developments, while advocating for policies that effectively balance
sustainability, economic growth, and energy security.
We support Nigeria’s Petroleum Industry Act (PIA), which enhances
governance, fiscal transparency, and community development,
ensuring that host communities benefit from oil and gas activities.
Additionally, we embrace climate-related policies, including Nigeria’s
commitment to achieving Net Zero by 2060 and the evolving carbon
pricing frameworks.
On the social front, we uphold local content regulations, promote
workforce diversity initiatives, and engage with host communities. Our
advocacy efforts involve collaboration with industry groups,
policymakers, and various stakeholders to ensure a regulatory
environment that is practical, progressive, and conducive to business.
This approach enables compliance and supports long-term resilience
in the industry.
Reporting and disclosures
Over the following pages we will outline our response to the new IFRS
S1 and S2 disclosure frameworks, including how we consider the risks
and opportunities presented by climate change when developing and
implementing our strategy. We also detail how we determine the
materiality of issues relevant to Seplat Energy and its stakeholders, as
well as providing extensive information about our management of risk.
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IFRS S1 and S2 information
Non-financial and other sustainability disclosures
Our operations are closely linked to the
natural environment, making it essential
to assess and manage the risks,
opportunities, dependencies, and
impacts associated with climate change
and nature.
This consideration is foundational to our entire business model, as
reflected in the integration of disclosures throughout our report.
Additionally, we incorporate other essential matters such as health,
safety, security, climate change, critical risk incident management,
community relations, supply chain management, and diversity and
inclusion.
We take pride in being early adopters of the International Sustainability
Standards Board (ISSB) standards in 2023. For your convenience, the
table below outlines where you can find our IFRS S1 and S2
information throughout the report. These disclosures are colour-
coded and icon-indicated for easy identification.
Statement of compliance with the ISSB standards
The sustainability-related financial disclosures of Seplat Energy PLC
has been prepared in accordance with IFRS Sustainability Disclosure
Standards as issued by the International Sustainability Standards
Board (ISSB), in line with the adoption roadmap issued by the Financial
Reporting Council of Nigeria (FRC).
All sustainability-related financial disclosures contained in this Annual
Report for the year ended 31 December 2024 as referenced below
have been prepared in compliance with the requirements of IFRS
Sustainability Disclosure Standards, IFRS S1 and S2 as effective
1 January 2024.
This Annual Report contains highlights of the disclosures on the
sustainability and climate related risks and opportunities that could
reasonably be expected to affect the Company’s prospects in line
with the Governance, Strategy, Risk Management, and Metrics and
Targets requirements of IFRS S1 and S2.
Scope of our sustainability reporting
Our sustainability performance indicators are aligned with our
objectives and reflect the potential impacts of our activities.
Specifically:
• Health, safety, climate, and ecological impact metrics cover Seplat
Energy subsidiaries, companies in joint arrangements, and
associated companies, as detailed in note 3.5.
• The waste management, end of routine flares roadmap, net zero
target and other targets cover Seplat Energy’s operated assets.
• Social investment, people, diversity and inclusion, as well as ethics
and anti-corruption data, relate to Seplat Energy and its
subsidiaries.
• We use the equity approach to calculate greenhouse gas
emissions, acid gases and water.
Performance disclosures are based on these parameters. For all other
data, the perimeter aligns with relevant legislation and comprises
companies consolidated line by line to prepare Seplat Energy’s
consolidated financial statements. During the year, we acquired
MPNU, which resulted in a change in the reporting entity compared to
31 December 2023. Now called SEPNU, this unit is consolidated in our
financial reports but we have not included it in our non-financial
reporting, as the acquisition was only concluded on 12 December
2024. We will include a full account of SEPNU in subsequent reports.
IFRS S1 IFRS S1
IFRS S2
Section
Disclosures
Disclosures
Governance
|| P.122, 124
|| P.90
• Board oversight of sustainability and climate-related risks and opportunities
• Management’s role in assessing sustainability, and climate-related risks and opportunities
Strategy
| P.16, 43
| P.20, 43
| P.45
| P.67, 70, 114
• Sustainability-related risks and opportunities
• Business model and value chain
• Strategy and decision-making
• Financial position, performance and cash flow
| P.51, 96
| P.15, 50
| P.50
| P.51
| P.60, 64
| P.69, 70, 114
• Climate-related risks and opportunities
• Business model and value chain
• Strategy and decision-making
• Climate resilience
• Financial position, performance and cash
flow
Risk
Management
| P.76
| P.84
| P.84
| P.74
• Our approach to identifying, assessing and
managing risks and opportunities
• How we identify and assess sustainability-
related risks
• Management of sustainability-related risks
• Integration of sustainability-related risks into
our risk management processes
| P.72-P.73
| P.85
| P.93-P.99
• How we identify and assess climate-
related risks
• Management of climate-related risks
• Integration of climate-related risks into
our risk management processes
• Our risks most sensitive to climate
change
Metrics and
Targets
|| P.54-P.63
|| P.72-P.75
• Performance in relation to sustainability-related risks and opportunities
• Metrics and targets used to assess climate-related risks and opportunities
Our primary disclosures relating to sustainability and climate change follow on pages 54-58, 69 -57, and 113 - 115 . These include disclosures consistent with the guidelines provided by the task-
Force on Climate related Financial Dsiclosures (TCFD). For convenience, links to these disclosure are highlighted in the table above.
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Planning Horizons
Development of conventional oil and gas assets is fundamentally a long-cycle
business. Recognising the capital-intensive nature of our assets and the evolving
corporate and regulatory landscape, we adopt short-term and medium-term planning
frameworks that support long-term value creation.
Definition: 0 - 2 years
We establish yearly
operational and financial
performance targets but
maintain flexibility within
these plans to address
challenges and guarantee
the most effective and
efficient progress toward
achieving our five-year
objectives.
Link to planning horizon and decision-making:
Decision-making in the short term is focused on maintaining current operations, addressing immediate
challenges, and achieving short-term financial targets. We establish annual, quantifiable objectives while
preserving adaptability to address emerging challenges. Short-term planning guides our progress toward
medium, and long-term goals, offering measurable targets for continuous monitoring and evaluation.
Before each financial year, we formulate a business plan subject to our Joint-Venture (JV) partner
approvals, and a corporate scorecard that is subject to Board review and approval. These plans outline
annual targets to enhance production delivery and efficiency, contributing to our overarching goals.
Achievement against these targets determines bonus percentages for Executive Directors and staff
across the organisation. Executive Directors receive compensation through a Long-Term Incentive Plan
(LTIP) to discourage short-term decision-making and prioritise long-term Company performance.
Regular business review meetings between the senior leadership team (SLT) and senior managers assess
progress against annual targets. Flexibility in short-term planning is essential to adapt to unforeseen
challenges, ensuring the delivery of high-quality and resilient services in the most efficient manner possible.
This flexibility may be reduced, or additional investments may be required, in order to manage project
delays and prioritise spending to address unexpected challenges.
Capacity to adjust or adapt our strategy and business model to climate change over the
various timeframes
Our immediate focus is maintaining financial stability amidst currency fluctuations and volatile oil prices.
We closely monitor our Naira revenue stream to match our significant Naira cost base, ensuring
resilience against short-term currency risks. Additionally, we continuously assess the performance of our
assets and evacuation routes, allowing us to swiftly adjust our capital allocation strategy to optimise cash
generation and maintain financial flexibility.
Definition: 2- 5 years
Medium-term planning
involves balancing our short-
term operational needs and
long-term strategic vision.
Our medium-term goals
contribute to the
achievement of our broader
strategic objectives.
Link to planning horizon:
Our ten-year business plan establishes objectives for 2021–2030, and we are formulating our strategy for
2030-2050. Our long-term delivery strategy is seamlessly integrated into our medium-term targets,
guiding us as we progress our overarching, long-term plans.
Capacity to adjust or adapt our strategy and business model to climate change over the
various timeframes
We are steadfast in our commitment to enhancing our adaptability to climate change over the medium
term. This involves refining our capital allocation strategy and closely monitoring emerging climate-
related risks and opportunities, such as shifts in regulatory frameworks or advancements in renewable
energy technologies. By integrating climate considerations into our decision-making process, we are
actively future proofing our business model and positioning ourselves to capitalise on emerging trends,
thereby maximising long-term value for our stakeholders.
Definition: >5 years
Long-term planning
encompasses our strategic
initiatives that align with
Seplat’s vision and purpose.
It involves decisions related
to significant investments,
research and development,
market positioning, and
other transformative
endeavours.
Link to planning horizon:
We employ adaptive planning and extensively envision the future to ensure our businesses survive in the
face of potential risks. This approach ensures we can deliver for our stakeholders over the long term.
Capacity to adjust or adapt our strategy and business model to climate change over the
various timeframes
Looking further ahead, we recognise the imperative of integrating climate resilience into our long-term
strategic planning. We commit to investing in sustainable initiatives that mitigate our environmental
impact and enhance our resilience to climate-related disruptions. This includes diversifying our revenue
streams, investing in renewable energy projects, and implementing innovative technologies to reduce
our carbon footprint. By proactively adapting our business model to address climate change, we aim to
ensure our operations’ long-term sustainability and success.
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ST
MT
LT
A strategy for
sustainable growth
Our strategy is based on sustainability and energy transition
and our drive towards integration along the energy value chain
through our Upstream, Midstream Gas and New Energy businesses
is a response to our belief that while oil remains crucial for Nigeria’s
development, gas will drive energy transition and renewables are
the future.
Therefore, when we identify the opportunities and risks that will
challenge us in the future, we consider how we can increase value for
all stakeholders in the most sustainable way.
Considering sustainability-related risks and
opportunities in our strategy and decision-making
Sustainability-related risks are multidimensional, ranging from the
impacts of climate change on our markets to the impact of our
interactions with local communities.
At a global level, we recognise the risks associated with climate
change and the urgent need for energy transition that it imposes on
world energy markets. With uncertainties around long-term future
demand for fossil fuels, as well as shorter-term geo-political impacts
on pricing, we must look at future opportunities as the energy mix
changes towards cleaner sources.
But in our consideration of ‘sustainability’ we must look at global
challenges through the lens of Africa, where more than 600 million
people have no access to electricity and more than 900 million use
biomass for cooking, with poor outcomes across many of the United
Nations’ Sustainable Development Goals (SDG).
Although gas is a fossil fuel, we strongly believe that its extraction and
use can deliver many positive sustainability gains across Nigeria and
Africa if it is used to increase energy access, reduce the use of
biomass for cooking and reduce the use of oil and coal for power
generation.
Environmental risks and opportunities, are discussed in our climate-
related risk disclosures (IFRS S2) in the next section (pages 69-75),
and include physical risks driven by climatic events such as extreme
rainfall and flooding. The effects of these physical risks could include
interruptions to operations and damage to infrastructure, and so the
strategic priorities for our Upstream business are the diversification of
export routes to protect against disruption, and assuring asset
integrity.
As we make investments to diversify and secure our evacuation
channels, from a business planning and project evaluation perspective
we also increase our range of sensitivities to reflect the impact of
downtime due to infrastructure availability.
The geo-politics of energy transition will increasingly influence our
investment choices and energy mix as we evolve the business
through a reduction in the carbon intensity of the Upstream business,
increased gas utilisation (CNG, LPG), and new investments in gas-to-
power and renewables. Our long term planning includes strategic
scenarios at different long term oil prices which reflect potential
variance in long term oil demand.
We will integrate our pathway to net zero into our plans, considering
our resources, pipeline projects and opportunities, productive capacity
and business capabilities.
At the social level, our strategy is situated within the domestic context
of Nigeria. Energy poverty and low human and economic capital have
remained a persistent challenge in the country and pose a threat to
meaningful growth and sustainable development. Conversely, there is
an opportunity to drive social development through increased access
to affordable, reliable and sustainable energy.
Therefore, our investments in social programmes such as access to
energy, health, education, and entrepreneurship reinforce our strategic
focus on UN SDG 3 (Good health and well being), SDG 4 (Quality
education), SDG 7 (Affordable and clean energy) and SDG 8 (Decent
work and economic growth) in our commitment to sustainable
development in Nigeria.
At the governance and policy levels, these sustainability-related risks
have driven increased regulatory scrutiny and new reporting
requirements. Our strategic framework includes the well-defined pillar
Environmental care and reporting, and through this we are committed
to global reporting standards and will continue to report on our
progress transparently. Critical to this is the establishment of
comprehensive baselines from which to set credible medium- to
long-term targets that we will articulate and communicate in due
course.
We have developed and will continue to drive the implementation of
robust policies that govern how we conduct our business internally
and how we interact with external stakeholders and the natural
environment.
During 2025, we will review and update our assessment of the
material sustainability issues that face Seplat Energy, including those
affecting or likely to affect the recently acquired assets. This will
ensure that sustainable conduct of operations remains at the heart of
our business strategy.
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ADDITIONAL INFORMATION
IFRS S1 and S2 information continued
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Tackling climate change
Central to our strategy to build a sustainable business is a commitment to focus on
environmental care and reporting, committing to global standards and transparently
reporting our progress. We are reducing our emissions by ending routine flaring in our
onshore operated assets in 2025, reducing the carbon intensity of our operations, and
constantly evaluating opportunities to profitably enter the power and renewable
energy markets. Our adoption of IFRS S2 last year demonstrates our commitment to
reporting our impact on the natural environment and its impact on our Company.
Whilst recognising the risks of climate change, our focus on
developing Nigeria’s natural gas resources demonstrates our
commitment to increasing energy access while decarbonising
Nigeria’s current energy consumption, which is dominated by the use
of oil-based fuels to power small-scale generators, and the use of
biomass for cooking. We believe that tackling these significant energy
challenges in Nigeria will deliver substantial gains across the United
Nations’ 17 Sustainable Development Goals, and the use of gas as a
transition fuel should be understood in the context of the
development benefits it can deliver in Nigeria and Africa.
Climate-related risks and opportunities
Our strategy aims to position Seplat Energy as a leader in Nigeria’s
energy transition, whilst reducing our vulnerability to climate-related
risks.
We evaluate climate-related risks in two primary categories: physical
risks and transition risks, with an emerging focus on climate litigation.
In doing so, we employ a comprehensive range of macroeconomic
and externally sourced metrics to evaluate our climate-related risks
and opportunities. Details of our risk assessment have been included
in our Risk Report on pages 90-99 and we outline our current and
anticipated indirect and direct mitigation and adaption efforts on
pages 95-97.
In the short term, our primary objective is to eradicate all routine flaring
from our existing onshore operated assets by the end of 2025.
Looking ahead to the medium term, we aim to integrate renewable
energy sources into our operations, while our long-term goal is to
achieve net zero emissions by 2050.
These progressive targets underscore our dedication to reducing our
environmental impact and increasing the sustainability of our
operations.
Using scenario analysis to assess our resilience
We conducted our annual scenario analysis for the 2024 financial year
in December 2023 and January 2024 to assess shifts in the
macroeconomic outlook, technology developments, policy and legal
implications. The climate resilience assessment encompasses all of
Seplat’s cash-generating portfolios, including all producing assets.
To demonstrate the resilience of the organisational strategy and
financial plans to a range of plausible climate-related scenarios, Seplat
Energy has adopted the IEA’s Global Energy and Climate (GEC)
Model, which is aligned with the Paris Agreement. The GEC Model
uses macro drivers, techno-economic inputs and policies as input
data to design and arrive at these scenarios. Each energy transition
scenario yields a range of commodity prices, environmental fees, and
taxes.
These scenarios reflect changes to oil prices, with fixed gas prices
based on contractual terms, and crude production forecasts based
on the Company’s Competent Person’s Report (CPR). The NPV15 (Net
Present Value at 15% discount rate) of Seplat Energy’s portfolio under
the selected scenarios remains positive. Seplat Energy’s 2024
economic assumptions used in the long-term business plan capture
all the elements that could result in uncertainties in the evaluation. We
have also considered the impacts of exchange rates, fiscal policies, oil
and gas prices, and the effects of insecurity (crude theft, vandalisation
of pipelines, and delays in project execution) in our analysis.
We plan to factor carbon pricing into future scenario analyses,
following the announcement by Nigeria’s National Council on Climate
Change (NCCC) that a carbon tax policy will be introduced, in line with
Nigeria’s Energy Transition Plan.
The climate-related scenarios consider both energy transition and
physical risks. The decision to apply our chosen climate-related
scenarios is embedded in the definitions of each of these scenarios,
as shown below:
Net Zero Emissions by 2050 Scenario (NZE)
The NZE scenario is a normative scenario that shows a pathway for
the global energy sector to reach net zero emissions of CO2 by 2050
through the deployment of various clean energy technologies. These
deployment decisions are expected to be driven by costs, technology
maturity, market conditions, infrastructure availability and policy
preferences.
Announced Pledges Scenario (APS)
The APS, introduced in 2021, aims to illustrate how announced
ambitions and targets can deliver the reductions needed to achieve
net zero emissions by 2050. In the APS, countries fully implement their
national targets, and the outlook for exporters of fossil fuels and low-
emission fuels such as hydrogen is shaped by what full
implementation of all targets means for global demand. The APS
assumes that all country targets for access to electricity and clean
cooking are achieved on time and in full. For countries that still need to
make a net zero pledge, policies are assumed to be the same as in
the Stated Policies Scenario (STEPS). Non-policy assumptions,
including population and economic growth, are the same as in the
STEPS.
Stated Policies Scenario
STEPS provides a more conservative benchmark for the future,
exploring the direction of the energy system without a significant
additional steer from policymakers. Similarly to the APS, it is not
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designed to achieve a particular outcome. Since 2023, the STEPS has
taken account of industry action, including manufacturing capacity for
clean energy technologies, and the impacts of this capacity on market
uptake beyond policies in force or announced.
The STEPS shows that, in aggregate, current country commitments
are enough to make a significant difference.
The time horizons used for the analysis include:
Short term:
0-2 years
Medium term:
2-5 years
Long term:
More than 5 years
In November 2021, at the United Nations Climate Change Conference
(COP26), President Muhammadu Buhari announced that Nigeria is
committed to achieving net zero emissions by 2060. The target
acknowledges the challenges related to energy shortages, poor grid
infrastructure and limited electricity penetration in Nigeria. The
immediate goal is to create a more attractive fiscal, regulatory and risk
environment that encourages more investment in Nigeria’s energy
sector so that our country’s critical energy challenges can be addressed.
In response to these national priorities, we are committed to reducing
our carbon footprint and have set a net zero target of 2050. This
target aligns our climate goals with the Paris Agreement, which aims
to limit global warming to below 2oC above pre-industrial levels.
We are fully committed to the transition of our business towards
supplying cleaner, more sustainable forms of energy. This commitment
is rooted in our recognition of the global and local impacts of long-
term climate change and the short-term volatility of weather it
creates, but with an equal recognition that Nigeria and wider Africa
need reliable and affordable energy to develop and industrialise, and
that gas offers many benefits as the logical transition fuel.
We have also considered that the ecologically significant region of the
Niger Delta, in which we operate, faces heightened vulnerability to the
impacts of climate change, with a specific emphasis on the risk of
flooding. The Delta relies heavily on its low-lying mangroves, which are
crucial for flood protection. Recognising the ecological importance
and susceptibility to environmental shifts, our comprehensive climate
resilience assessment evaluates and addresses the potential
challenges of climate change across the diverse ecological
landscapes in which we operate.
Assessing the resilience of our portfolio
We conducted our resilience assessment against an assumed
average base oil price of $61/bbl in our business plan (the BP price
scenario). Comparing our portfolio value under the IEA scenarios
against the BP price scenario, the chart shows that our portfolio is
resilient to the impact of most IEA climate scenarios.
Under the IEA STEPS and APS scenarios, the Net Present Value (NPV)
is respectively 17% and 24% higher than the BP price scenario, which
indicates the impact of the higher market prices compared with
Seplat’s planning assumptions. In the NZE scenario, however, oil prices
fall to $25/bbl in 2050, the portfolio’s modelled value is 19% lower than
that modelled in the BP price scenario.
In all the scenarios, Seplat’s portfolio remains resilient. However, most
Oil Mining Licenses (OMLs) recorded negative asset impacts in the
NZE scenario when compared with the BP price scenario, while only
OML 56 (OPL 283) recorded a positive asset impact across all
scenarios, compared to the BP price scenario. For the NZE scenario,
the price collapse is entirely dependent on the assumed collapse in
demand for oil and gas in 2050, with oil demand modelled to fall by
75% compared to 2020, and natural gas demand falling by 50%.
It is important to note that these forecasts are estimates of future
possibilities and may not reflect possible price fluctuations, portfolio
changes and cost levels. Despite these uncertainties, the positive net
present value returned in all the scenarios we analysed demonstrates
the resilience of Seplat Energy’s portfolio to climate change and its
related financial risks, thereby validating our strategy to be a low-cost
supplier of sustainable energy for Nigeria’s future generations.
Impact on the value of the IEA Scenarios on Seplat Energy’s Portfolio
(35)%
(17)%
15%
(8)%
(18)%
(10)%
(9)%
(19)%
9%
27%
60%
11%
33%
15%
23%
17%
14%
38%
71%
15%
45%
20%
31%
24%
NZE
APS
STEPS
OMLs 4, 38 & 41
OML 53
OML 56
OML 40
Abiala
Elcrest
OML 55
Consolidated
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Climate-related physical risk assessment
In 2024, we conducted a comprehensive review to evaluate the effects of various changing climatic conditions, such as changes in fluvial flood,
pluvial flood, water stress, annual precipitation, heavy precipitation, high temperature, on our significant assets across the Niger Delta region of
Nigeria. We utilized IPCC climate modelling data that encompasses three future climate scenarios (RCP 2.6 – SSP 126, RCP 4.5 – SSP 245, and
RCP 8.5 – SSP 585) for the timeframes of 2030, 2040, and 2050.
Seventeen hazards were analysed, with six identified as the most relevant to Seplat's assets in the Niger Delta.
17 Hazards analysed
• Heatwave
• Cold wave
• Wildfire
• High temperature
• Temperature variability
• Flooding
• Sea level rise
• Drought
• Precipitation variability
• Water stress
• Ocean acidification
• Heavy precipitation
• High wind
• Changing wind patterns
• Cyclones, hurricanes and
typhoons, tornadoes and
storm
• Landslide
• Avalanche
Analysis for each
site, and each
climate hazard:
• RCP2.6, 4.5 and
8.5 scenarios
• 2030, 2040 &
2050
Physical
Risk Type
Hazards
Corresponding
indicators
Vulnerability
Water
related
hazards
Acute
Fluvial
Flooding
Fluvial flooding (100
year) return period)
Infrastructure
Damage
Operational
disruption
Acute
Pluvial
Flooding
Pluvial flooding (100-
year return period)
Infrastructure
Damage
Operational
disruption
Acute
Water stress
Water stress (Ratio of
total water withdrawals
to available renewable
surface and
groundwater supplies
(%))
No evaluation of
vulnerability as the
production seems
not deeply linked to
water need
Extreme
weather
events
Acute
Annual
precipitation
Cumulative precipitation
(mm/year)
Destruction of
assets (corrosion)
Acute
Heavy
precipitation
Heavy precipitation (>50
mm/day) - number of
days
Destruction of
assets (corrosion)
Temperature
related
hazards
Chronic
High
temperature
Maximum temperature
(Annual maximum of
the daily maximum
temperature)
Operational
inefficiency
• In the short to medium term, the identified risks are associated with
factors that Seplat is already aware of, regardless of their
connection to climate change, and the company is actively
managing these risks. For instance, certain assets (OML 40) face
significant risks from annual precipitation and pluvial flooding, while
others (OML 4, 38, 40, 48, 53) have moderate risk exposure to
maximum temperatures and heavy rainfall. Recently, the Niger Delta
has seen a notable increase in pluvial flooding, extreme
temperatures, and annual precipitation. Our comprehensive
Environmental Management System (EMS) and Emergency
Response Plan (ERP) enable us to effectively address any short-
term storm damage or disruptions.
• In the long term, the analysis indicates that although we have
assessed current known risk factors and our existing asset
portfolio, the frequency and intensity of these risks may rise by
2050. The predictability level suggests that immediate investment in
climate adaptation measures for the assets is not necessary at this
time. Instead, we are positioned to monitor the assets and evaluate
the need for adaptation actions, such as addressing the potential
impact of water scarcity on various assets.
• We evaluated more than 83% of the carrying value of our physical
assets as of December 31, 2024, to determine the potential effects
of climate-related changes on our significant assets. Our
assessment revealed that these assets are subject to high climate-
related physical risks, such as pluvial and fluvial flooding, in the
short, medium, and long term, which we are already actively
managing to mitigate. In subsequent assessments, we will further
deepen the scope of our assessments to cover recent acquisitions
made in 2024 for their exposure to climate-related physical risks in
the short-, medium- and long- term.
• Our plan considers the effects of mitigation measures in the short
to medium term. We will persist in monitoring and evaluating the
future vulnerability of our assets to changing climate conditions
over the long term to determine the necessity for any additional
adaptation actions and associated metrics.
• Furthermore, the effects of physical climate change on our
operations are expected to extend beyond the boundaries of our
assets. A comprehensive assessment of this risk must also take
into account the overall impact on supply chains, resource
availability, and markets. Our assets address this risk as part of
extensive risk and threat management processes mandated by our
HSSE Framework, which is integrated into the broader Seplat’s
Enterprise Risk Management Framework.
Reserves valuation and capital expenditures
Testing the sensitivity of hydrocarbon reserve levels to future price
projection scenarios that account for price on carbon emissions did
not highlight significant climate-related risks.
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Allocating capital to decarbonisation and
decommissioning
Our capital investment programme is directed to supporting our twin
ambition to build a sustainable business and deliver energy transition.
As such, we consider decarbonisation to be a priority for capital
allocation.
In 2024, we dedicated around $27.5 million towards decarbonising our
operations, with initiatives such as “Flares Out” to end routine flaring
(see pages 72 to 73). In collaboration with Edo state government, we
kicked off the pilot phase of our afforestation programme called
“Tree4life”, following the completion of a baseline study of biodiversity
resources and establishment of key indicators to measure impact of
the reforestation over time. In the coming years we will focus on the
inclusion of identified high carbon sequestration tree species.
In addition, decommissioning and abandonment costs have been
carefully considered in our scenario analysis, with a consolidated
annual range of $00 million to $00 million over the lifecycle of all
assets.
Capacity building and technology investment
Additionally, in support of our strategic ambitions, we also prioritise
human capital development and investment in innovation. Our current
workforce is highly skilled in the areas of hydrocarbon exploration and
production, but we recognise the need to invest in developing new
skills necessary to support the energy transition. These future skills
might include expertise in solar energy, carbon capture, power
generation and storage, infrastructure management, customer billing
and service.
We must also invest in new technologies that support these future
activities, as well as innovations such as artificial intelligence that could
support our existing businesses, reducing costs and increasing cash
available for investment in our New Energy business. This division is
spearheading efforts to transition towards a more sustainable and
diversified energy portfolio, actively fostering essential skills and
making strategic infrastructure investments to propel Seplat towards
leadership in Nigeria’s evolving energy landscape.
Furthermore, we are supporting these efforts by investing in initiatives
that reinforce our awareness of climate change, the need to reduce
our emissions and the need to improve the sustainability of all our
business operations.
Commitment to net zero by 2050
We are committed to reducing greenhouse gas emissions as part of
our strategy to transition Nigeria’s energy system to cleaner, more
sustainable energy. In practice, our approach focuses on developing
gas as the logical transition fuel to improve energy access across
Nigeria. In addition, we are exploring ways to meaningfully enter the
renewable and power generation markets using profits generated by
our fossil fuel businesses.
Decarbonising Nigeria’s energy system: At present, most electricity
in Nigeria is generated using small and highly polluting generators
fuelled by diesel or petrol. A recent study, Beyond Gensets: Advancing
the Energy Transition in Lagos State, reliably estimated 19GW of
genset capacity in Lagos State alone, suggesting Nigeria’s total
genset capacity may be above 40GW. Displacing these with utility-
scale gas-to-power will help to revitalise power stations lying idle for
lack of gas, improve energy supply and significantly reduce emissions
per GW compared to the use of gensets. When our 300 MMscfd
ANOH Gas Processing Plant is fully onstream, Seplat Energy will be
able to supply enough gas to support 3.0–3.5 GW of power
generation. The implication of this is that Nigeria needs several times
this capacity of gas to fully replace gensets, and this additional gas
supply would still be decarbonising Nigeria’s energy system
compared to the gensets being used today.
Decarbonising our operations: We are implementing targeted
initiatives such as “Flares Out” to reduce the carbon footprint of our
operations, including efforts to minimise emissions, enhance energy
efficiency, and adopt cleaner technologies across our value chain.
Low-carbon strategic growth projects: We are dedicated to
pursuing strategic growth projects with a low-carbon footprint, which
includes investments in projects and initiatives in the gas value chain
that align with our sustainability goals, thereby fostering economic
growth while minimising environmental impact.
Renewables and carbon credits: Embracing renewables is a key
component of our energy transition strategy. We actively explore
opportunities to invest in renewable energy sources, particularly solar,
that might be deployed as a standalone system, or as part of a hybrid
solution in which gas provides baseload energy overnight.
In addition, we are actively pursuing the monetisation possibilities of
carbon credit markets, leveraging our environmental stewardship to
generate economic value.
2024
2025
2030
2050
Emissions
reduction
Routine flare
reduction
Flares out initiative
(AG compression in our operated assets)
Incineration & waste heat capture project
Gas commercialisation
Fugitive
emissions
Leak Detection & Repair (LDAR)
Flare Valves Leak & Repair (FVAR)
Energy
efficiency
Energy
efficiency
Centralised power to west/east
Clean energy drilling
Solarisation project (Phase 1)
(Phase 2)
Replacement of diesel/petrol run pumps with electric motors
Carbon offset /
monetisation
Carbon offset
Reduction projects carbon offsets
Carbon offsets from new energy strategic initiatives - solar mini grid
Tree-planting initiative
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Ending routine flaring
Flared gas constitutes most of our greenhouse gas (GHG) emissions,
prompting us to develop a comprehensive investment strategy
focused on reducing and eventually eliminating flaring. Beyond the
environmental benefits, we intend to capture and sell gas that would
otherwise have been flared. Furthermore, recognising the potential for
additional carbon taxes introduced by the Petroleum Industry Act, our
innovative measures proactively mitigate against future financial
liabilities arising from emission penalties.
Our approach to reducing and eliminating GHG emissions revolves
around targeted initiatives to address routine flaring, minimise fugitive
emissions and reduce our reliance on diesel to fuel equipment. By
meticulously monitoring flared volumes, we have built a compelling
economic case that potential project costs will be more than offset by
commercial gains from captured gas. Our reduction strategy is
ambitious, with a clear target to eliminate routine flaring by 2025 and,
as appropriate, commercialise the gas we capture or use it as lifting
gas.
We are actively implementing operational enhancements through
strategic investments to achieve these objectives. Progress is
underway, including installing gas compressors at various locations to
facilitate this transition.
In addition, significant investments are being made to advance our
emissions management practices, focusing on empowering our
workforce with the tools and knowledge necessary to enhance asset
integrity. Notably, acquiring an LDAR (Leak Detection and Repair)
system enables us to detect and address invisible leaks promptly. Our
commitment to managing fugitive emissions is also demonstrated by
training six employees to use technology independently to identify
emission sources within our facilities.
In addressing our historical reliance on diesel generators, known for
emitting high levels of greenhouse gases and particulate pollution, we
have initiated a diesel replacement programme. This involves conducting
a comprehensive inventory of all diesel-operated equipment to
assess and reduce our dependence on this carbon-intensive energy
source. By exploring alternatives, such as gas-powered generators,
and examining opportunities for solar power, we aim to significantly
reduce our carbon footprint without disrupting operations.
As part of our renewable energy initiatives, a pilot solar installation
programme is underway at our Amukpe warehouse, powering
essential infrastructure. Furthermore, plans are in place for a broader
solar installation programme at all 18 security outposts around our
operations. Although these projects may vary in scale, they
underscore our unwavering commitment to decarbonising our
operating footprint and embracing sustainable energy solutions.
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Key milestones for flares out in 2024/2025
Q1 2025
• Amukpe screw compressor: operational
• Jisike Gas lift compressors: commissioned
Q2 2025
• Sapele Accelerated AG: gas commercialization.
Q3 2025
• Oben (LPG) GP Flares out: Mechanical completion
• Ohaji Flares Out: Commission
• 3rd Party gas commercialization (NGFCP) at Jisike.
Q4 2025
• Sapele LPG storage & Offloading Facility: Complete
mechanical installation & Commissioning
• Oben (LPG) GP Flares out: Commission Facility
Fix the basics and
OEM replacements
(3MMscfd)1
Mechanical
completion of
Sapele accelerated
gas plant
(26MMscfd)1
Mechanical
completion of Jisike
gas lift compressors
(3MMscfd)1
Key project progress
achieved in end 2024:
• Ohaji Flares Out:
mechanical
installation
• Oben (LPG) GP
Flares out:
mechanical
installation.
• Amukpe Flowstation
screw compressors:
Commissioned
• Sapele Flowstation
screw compressors:
Commissioned
• Oben Flowstation
screw compressors:
Commissioned
• Western Asset Flares Out project – screws compressors installed
across Western Asset for LP flares
• Sapele Accelerated AG Solution: To address Sapele FS flares
• Sapele Integrated Gas Plant: MRU gas plant that will come installed
with LPG solution.
1.
Represents installed capacity of the project
The opening balances for flaring are based on forecasts of unconstrained production from all our operated assets, and reflect the expected flaring determined for the gas to oil ratio from all
available wells. Each year's opening balance is adjusted for expected production from new wells.
32
MMscfd
30.5
MMscfd
31.8
MMscfd
29.6
MMscfd
0
MMscfd
2025
2026
Opening baseline
2022
Opening baseline
flare volumes
2023
Opening baseline
2024
Opening baseline
Ending routine flaring
• Oben LPG solution: To address Oben Gas plant flares
• Jisike Gas Lift Compressor: To address Jisike FS flares, provide gas
for secondary recovery in Jisike field
• Ohaji AG Solution: Main AG solution of Ohaji field. Includes
Compressors and VRUs installation
• Oben AG Optimization: Adjustment of Compressor setpoints to
maximize production from existing AG gas compressors
The financial effects of the sustainability-related and climate-related risks and opportunities
are shown below:
Financial statement
line Items
Impact of sustainability-related risk and opportunities
Oil and gas properties
Air Quality and Biodiversity
Our operations have an impact on both the air and the ground. Our drilling activities involve penetrating the
subsurface to access oil and gas reservoirs. To minimise our ecological footprint, we adhere to strict health and
safety guidelines.
We are on track to eliminate routine flaring in our Western and Eastern Assets by the second half of 2025. In 2024,
we invested $27.5 million (₦40.7 billion) in key projects driving this initiative (included in "payments for acquisition of
oil and gas properties" and “additions to oil and gas properties" in Note 18). Investments in these projects will
continue in 2025, leading to increased cash outflows from investing activities while also adding oil and gas
properties in the statement of financial position.
Additionally, we are addressing non-routine flaring through the incinerator project at our Amukpe facility. We
invested $0.3 million (₦443.9 million) in this project in 2024 (included in "payments for acquisition of oil and gas
properties" in the cash flow statement and "additions to oil and gas properties" in Note 18), with completion
expected in 2025.
Other Property, Plant and
Equipment
Human Capital Management
The Group offers an Employee Assistance Programme (EAP) and invests in ergonomic solutions. During the year,
the Company invested in ergonomic furniture and fittings across its various office locations to enhance employee
wellness. The cost of this furniture and fittings is included in "Payments for Acquisition of Other Property, Plant and
Equipment" in the cash flow statement and "Additions to Property, Plant, and Equipment" in Note 18.
Critical Risk Incident Management
The Group provides training for employees on incident management and reporting. During the year, $0.7 million (₦1
billion) was invested in acquiring water tankers, fire trucks, and rapid intervention vehicles for the Western Asset
operations. This investment is included in "Payments for Acquisition of Other Property, Plant and Equipment" in the
cash flow statement and "Additions to Property, Plant and Equipment" in Note 18.
Revenue
Water Management
We reinject produced water into the reservoir as an environmentally friendly alternative to disposal. This approach
minimises surface disposal risks while enhancing oil recovery and maintaining reservoir pressure. It also improves
overall recovery rates, leading to higher revenue (Note 8).
Employee Health, Safety and Security
The Group has implemented various initiatives and programmes to manage employee health, safety and security.
These include the Employee Assistance Programme (EAP), monthly health and safety meetings, annual medical
check-ups, and wellness initiatives. These efforts have fostered a health and safety-conscious workforce,
contributing to sustained strong production, which underpins our revenue performance (Note 8).
Cost of Sales
Waste Management
The reinjection of produced water into the reservoir results in lower crude handling charges (Note 9) by reducing
the water content of the crude injected into third-party crude evacuation pipelines.
During the financial year, we developed our water management strategy and installed water meters across our
Western Asset operations (included in operations and maintenance costs in Note 9). This initiative supports the
implementation of our water management strategy and helps monitor our water consumption intensity.
Communities’ Economic and Social Development
The Company actively contributes to the social and economic development of its host communities through
strategic social investments in areas such as healthcare, electrification, education, road construction and
entrepreneurship, among others. During the year, $6.7 million (₦10 billion) was invested in community development
(included in operations and maintenance costs in Note 9). Please see details of our programmes in our 2024 Social
Performance Report. Key highlights of our impact programmes are included on pages 10 -11. Additionally, we
empower our host communities by reserving key service opportunities exclusively for vendors within our operating
areas.
Air Quality and Biodiversity
The elimination of routine gas flaring will help reduce associated flaring penalties while also supporting future
revenue and cash flow growth. During the period, the Company incurred $27.7 million (₦40.9 billion) of gas flare
penalties (included in operations and maintenance expenses in Note 9. Following the elimination of routine gas
flaring by the end of 2025, the cost of gas flare penalties is expected to reduce significantly for future periods.
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Annual Report and Accounts 2024
Financial statement
line Items
Impact of climate-related risk and opportunities
Oil and gas properties
Climate Change Adaptation
As part of our energy transition strategy, the Board, through its Energy Transition Committee, provides oversight in
evaluating new midstream gas expansion, power, and renewable energy investment opportunities. This transition
initiative is expected to drive substantial future cash outflows for investment activities in the gas midstream and
renewable energy sectors. This investment will help shrink gas flaring in our operations, reducing our carbon
footprint.
Energy market
The downward pressure on future oil prices could reduce the valuation of our reserves and result in impairment if
the net book value of the oil and gas properties is significantly lower than the recoverable value of the asset. In
conducting impairment assessment for cash generating units, management evaluated the recoverable value of
each cash generating unit (CGU) using different price scenarios including the IEA scenarios- NZE, APS and STEPS.
The recoverable values of CGUs used in testing for impairment in the current period were derived from on-market
oil price expectation which indicated no impairment. Minor impairments recognised in the business in other areas
are captured in Note 13.
Revenue
Climate Change Adaptation
A rise in temperature accelerates the corrosion of our production and evacuation facilities, leading to a higher
frequency of asset integrity interventions. This, in turn, increases short-term production deferment and raises the
cost of maintaining facility integrity.
During the current year, we experienced production deferments due to repairs on leakages in third-party
evacuation infrastructure, which were partly caused by corrosion and vandalism. However, the availability of
alternative evacuation routes, particularly from our Western Asset operations, helped mitigate the revenue (Note 8)
impact of production deferments related to facility corrosion. The impact of this is lower than in the prior year.
Energy Market
The global energy transition drive towards sustainable and environmental-friendly energy sources has contributed
to the declining growth in global crude demand, thereby putting downward pressure on oil prices in the global oil
market. At the same time, the dynamic around the implementation of energy transition policies by governments
has contributed to oil price volatility. Realised oil price in the current year was 4% lower than realised oil price in the
prior period, with a resultant impact on the cash flow generated from operations (Note 17).
Cost of sales
Climate Change Mitigation
During the current reporting period, the cost of sales was impacted by regulatory expenses on gas flaring, in line
with the Nigerian government's initiative to curb gas flaring. The increase in government tariffs on gas flaring led to
a significant increase in gas flare penalties (included in operations and maintenance costs in Note 9) from $16.1
million (₦7.6 billion) in 2023 to $27.7 million (₦40.9 billion) in 2024, resulting in a reduction in earnings before tax and
cash flow from operations.
In the short term, management’s priority remains executing routine flare reduction projects, which are scheduled to
come online in the second half of 2025. Once completed, these projects will significantly reduce gas flaring
penalties while also contributing to future revenue growth. Furthermore, during the current reporting period, we
installed and commissioned a new flare metering system at the Oben and Sapele flow stations to ensure accurate
tracking and measurement of flares. The combination of improved measurements and flares reduction from our
Western and Eastern Assets will result in lower cost of flaring.
Finance cost
Climate Change Adaptation
The impact of climate change on our current financing costs remains limited compared to the previous period.
However, as our short- to medium-term strategy focuses on raising capital through traditional financing methods
such as bank loans and bonds, our financing costs (Note 15) will be relatively higher compared to utilising green
financing alternatives.
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Protecting
our business
At Seplat Energy our top priority remains
to maximise stakeholder returns whilst
balancing risk and reward, optimising
performance and minimising the gap
between expectations and outcomes.
Babs Omotowa
Chairman, Risk Management and HSSE Committee
We deploy a robust framework and transparent processes for
identifying all factors that may lead to any divergence (risk
identification); estimating the likelihood of these factors occurring and
the severity of their impact (risk assessment/measurement); designing
effective controls to reduce both the probability and impact of risk
events (risk control); establishing procedures to ensure these controls
are effective and adhered to (risk monitoring); regularly reporting risk
events and control performance (risk reporting); and maintaining
adequate capital to absorb the adverse impacts of both expected
and unexpected losses.
Seplat Energy is committed to applying leading risk management
practices in carrying out its duties. We consider risk management to
be an integral part of achieving our business objectives.
Managing risks and protecting our business
We manage risks along the following three broad dimensions:
1.
Internal risks: risks arising from within the organisation, that are
therefore within the Company’s control and can be effectively
eliminated or avoided. We manage these risks through active
prevention, monitoring operational processes, procedures,
compliance and guiding people’s behaviours and decisions toward
desired norms.
2. Strategy risks: risks accepted by the Company in its efforts to
generate superior returns from the Company’s strategy. We
manage these risks by defining a clear risk appetite framework for
the business. Accordingly, the Company’s risk appetite is defined
fully in an established risk appetite framework policy approved by
the Board.
3. External risks: risks that arise from events outside the Company
and beyond its control. Sources of these risks include natural and
political disasters and major macroeconomic shifts. We manage
these risks via proactive engagements to prevent the risk and
hindsight identification and mitigation of their impact.
Overall, we recognise that each of the above risk management
techniques requires a different approach. The internal risks arising
from within the Company are monitored and controlled through
policies, processes and standard compliance tools. In contrast,
strategy risks and external risks are managed through open risk
discussions and cost-effective mechanisms aimed at reducing the
likelihood of risk events as well as mitigating their consequences.
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The table below provides a clear outline of our risk management approach:
Internal risks
Strategy risks
External risks
Description of
category
Risks arising from within the
Company that generate no strategic
benefits
Risks taken for superior strategic
returns
External, uncontrollable risks
Risk mitigation
objective
Avoid or eliminate occurrence cost-
effectively
Reduce likelihood and impact cost-
effectively. Explore opportunities as
each presents itself
Engaging to influence, and reducing
impact cost-effectively should risk
event occur
Control model
Policies and standard operating
procedures; internal controls and
internal audit
• Heat maps of likelihood and
impact of identified risks
• Risk appetite metrics
• Key risk indicator (KRI) scorecards
• Resource allocation to mitigate
critical risk events
• Proactive engagements
• Tail-risk assessments and stress
testing
• Scenario planning
• War-gaming
Role of the Board and
management
Regular reviews and assessments
by the Board Risk & HSSE
Committee and the management
Business Risk and Assurance
Committee (BRAC)
Provide oversight and monitoring of
the implementation of the risk
appetite metrics via the Board Risk &
HSSE Committee and the BRAC
Provide hindsight and oversight
discussion platform via the Board
Risk & HSSE Committee and the
BRAC
Role of enterprise risk
management function
Coordinates, oversees and revises
specific risk controls in partnership
with internal audit function
Coordinates the mapping of the
likelihood and impact of identified
risks, as well as the implementation
of the set risk appetite metrics and
KRIs
Coordinates the implementation of
the oversight steers from the Board
Risk & HSSE Committee and the
BRAC
Relationship of the
risk management
function to business
units
Acts as independent overseer
Acts as independent facilitator,
independent expert, or embedded
expert
Complements Strategy and External
Affairs teams or serves as
independent facilitator of
‘envisioning’ exercises
Seplat Energy acknowledges that risk management is an ongoing process of enhancement rather than a static destination. Consequently, the
Company remains committed to refining its risk management protocols to adeptly navigate the ever-changing landscape of the energy sector.
Our risk management system
The risk management system of the Company adheres to the
principles outlined in ISO 31000, the global standard for risk
management. It employs a dual approach, combining top-down
directions from the Board of Directors (Board) to establish the
appropriate risk appetite aligned with corporate objectives, alongside
a bottom-up process where business units identify and address risks
at the unit and asset levels.
The Risk Management and HSSE Committee provides support to the
Board in supervising the Company’s risk management framework and
its risk/reward strategy as determined by the Board. This committee
ensures the presence of a robust risk management system within the
Company to navigate the diverse and evolving risks and opportunities
encountered while generating value for shareholders.
Meeting no less than four times annually, the committee scrutinises
the Company's risk profiles, proposed mitigation strategies,
management's actions for mitigation, and any residual risk exposures.
Executive Directors, responsible for comprehensive risk identification
and for proposing effective mitigating measures to achieve objectives,
attend these meetings.
Reports concerning the Company’s enterprise risk register, significant
risk exposures in its operations, and evaluations of its risk
management systems are compiled and delivered to the Board of
Directors.
To further embed risk management throughout the organisation, an
additional risk governance structure, the Business Risk and Assurance
Committee (BRAC) exists. The BRAC ensures that risks are managed
within each business unit’s established risk appetite. Accordingly, the
BRAC serves as the bridge between the business and the
management of the Company and links risk appetites with authority
delegations for all leadership functions within the business.
While key risks and their associated appetites are determined at the
highest level, business units and functional managers bear
responsibility for the risks within their respective domains. The
Company’s enterprise risk management (ERM) system, spearheaded
by the Head of Enterprise Risk Management, complemented by the
BRAC and overseen by the Board Risk Management and HSSE
Committee, facilitates risk management across all business segments
and functions.
This ERM system encompasses robust mechanisms and
methodologies for risk identification, assessment, reporting, and
monitoring. It includes the maintenance of enterprise-wide and
functional/operational-level risk registers, risk dashboards, tracking of
mitigation actions, and comprehensive risk reporting.
OVERVIEW
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ADDITIONAL INFORMATION
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Seplat risk management framework
ISO-31000-based, top-down and bottom-up approach
Board of Directors
Company strategy. Strategic risks oversight. Approve risk management policy and system. Define risk appetite
Risk Management and HSSE Committee of the Board
BOFACO and STACO
Review risk management policy and system | Oversee and monitor enterprise risks.
Audit oversight. Financial
oversight. Budget oversight
Executive management
Internal audit
Deliver Company strategy. Identify key risks against the achievement of strategy via the BRAC.
Proffer and deploy actions and controls to address key risks via the BRAC. Monitor enterprise risks
via the BRAC.
Independent assurance.
Reports to Audit and
Finance committees of the
Board
Enterprise Risk Management team
Co-ordinate enterprise risk management activities. Articulate and update risk management policy and
system. Risk identification, assessment, quantification and rating. Risk reporting and monitoring.
Enterprise risk register and dashboard. Co-ordinate BRAC and risk champion activities.
Business units
Business objectives. Risk identification, assessment and rating. Mitigation actions and controls. Monitor risks and mitigation actions.
Report status of risks and mitigation actions.
Risk identification, monitoring, mitigation action implementation and monitoring are bottom-up from assets, projects
and function.
Furthermore, the Internal Audit unit conducts periodic audits of various
business units, including the Company’s corporate governance
systems and risk management processes.
The following key principles underpin the Company’s risk
management framework and system:
• Strong focus on safety throughout the organisation
• Close oversight by senior management of day-to-day business
operations
• ‘Risk owners’ throughout the business
• Accountability of staff and/or key personnel
• Regular and timely reporting
• Clear lines of sight on the system of internal controls
• Monitoring and independent reviews
OVERVIEW
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ADDITIONAL INFORMATION
Risk management continued
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Annual Report and Accounts 2024
Activities in 2024
During the year, the following key risk management activities were conducted by the Board via the Board Risk & HSSE Committee as well as by
management via the Business Risk and Assurance Committee (BRAC).
Q1 2024
1.
Update on the top critical risks: The Committee reviewed the top 10 critical
risks facing the Company, including their risk rating, mitigation actions,
completion status for identified mitigations, and accountability owners.
2. Update to the enterprise risk governance structure: The Committee
reviewed the Seplat risk framework project roadmap and noted the completed
milestones, including the development of a leadership commitment statement
and a governance structure, which were completed in 2023.
3. Committee deliberations: The Committee engaged Management on the
recovery plan for the outstanding amount from the OML 55 investment and was
assured that Management was working closely with Belemaoil under an Asset
Management team to recover Seplat’s investment through improved crude
production and offtake, without Seplat injecting fresh equity into the asset.
1.
BRAC Charter and objectives
documented and signed off.
2. Review of new enterprise risk
register and alignment of the
enterprise register to the
Company’s strategy.
3. Top 10 critical risks identified.
4. Review of key uncertainties
that could derail the 2024
business plan. Monitoring of
mitigation actions across the
key risks.
Q2 2024
1.
Update on the top critical risks: Management aligned the top ten critical risks
to the revised business strategy and did a comparative analysis with leading
peers in the oil and gas industry. This led to the de-risking of five of the top ten
critical risks within the quarter. The Committee reviewed the position of the top
five critical risks, including their risk rating, mitigation actions, completion status
for identified mitigations, and accountability owners.
2. Update on the enterprise risk governance structure: The Committee
reviewed updates on the process improvement journey launched in 2023 with
Ernst & Young to progressively transform the Seplat Risk Framework.
3. Committee deliberations: The Committee recommended a distinction
between internal risks (i.e. those within the Company’s control) and external risks
(i.e. those beyond the Company’s control), to ensure appropriate accountability.
4. The Committee acknowledged the project on the risk appetite formulation and
requested an update for the Board and management strategy session in July 2024.
5. The Committee, in line with its terms of reference on the responsibility matrix,
initiated a detailed review of market, credit, and liquidity risks. The Committee
noted management's introduction of key initiatives, such as: the inauguration of
the BRAC; the use of risk champions across the Company for day-to-day risk
management at functional levels; periodic risk management workshops and
awareness sessions; and an annual Company-wide corporate governance
recertification course.
1.
Workshop and BRAC meetings
held to review items in the
enterprise risk register. Risks
reviewed for completeness in
terms of correctness of
assessment, accountability and
adequacy of mitigation actions.
Q3 2024
1.
Update on the top critical risks: The Committee reviewed the position of the
top five critical risks facing Seplat, including their risk rating, mitigation actions,
completion status for identified mitigations, and accountability owners.
2. Seplat Risk Appetite Framework: The Board had an extensive review session
with the Risk Management team and EY to progress the formulation of the Risk
Appetite Statement. The result of the engagement was presented to the
Committee for deliberation.
3. Committee deliberations: After careful deliberation the Committee adopted
the Risk Appetite Framework for recommendation to the Board.
1.
Held workshop to define and
determine Seplat’s risk
tolerances and appetite level
for the risks in the various five
risk categories. Results of the
workshop presented to the
Seplat Board in August 2024.
2. Review of the enterprise risk
register. Risks reviewed for
completeness in terms of
correctness of assessment,
accountability and adequacy of
mitigations.
Q4 2024
1.
Update on the top critical risks: During this quarter further reviews were
conducted on the Company’s risk management strategies, key risk metrics and
governance practices. The review further streamlined the company’s risk
universe into five categories and 19 enterprise risks. Seven of the 19 risks were
assessed as critical risks that would have a near-term impact on the Company.
The Committee reviewed the position of the top seven critical risks, including
their risk rating, mitigation actions, completion status for identified mitigations,
and accountability owners.
2. Committee Deliberations: The Committee reviewed in detail liquidity risk
management and cyber security risk. The Committee recommended an infusion
of technology into the Risk Management function.
3. Risk update from SEPNU: The Committee reviewed the position of the critical
risks facing SEPNU, including their risk rating, mitigation actions, completion
status for identified mitigations, and accountability owners.
1.
Review of enterprise risks as at
close of year; risk items in the
enterprise risk register
reviewed for completeness in
terms of correctness of
assessment, accountability and
adequacy of mitigation actions.
Governance Oversight function
2024 quarterly
activities
Board Risk and HSSE Committee
Business Risk and
Assurance Committee
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ADDITIONAL INFORMATION
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Annual Report and Accounts 2024
As shown above, throughout 2024 the Board Risk and HSSE
Committee, and the BRAC, diligently scrutinised and assessed the
Company's array of key risk exposures. This involved a meticulous
review of the Enterprise Risk Register, alongside presentations of risk
reports furnished by management. These reports meticulously
delineate the critical risks, their potential ramifications, and the
likelihood of occurrence. Mitigative strategies were exhaustively
explored. The risks assessed encompassed a broad-spectrum
including climate-related risks, breaches in export lines and crude
evacuation, stability within the Niger Delta, oil price fluctuations, and
the timely delivery of strategic projects.
Additionally, we conducted an overhaul of our risk universe by
benchmarking our enterprise risk landscape against other leading
practices in the industry. That exercise led to a revised risk universe
with five risk categories and nineteen enterprise risks. Seven of the 19
risks are critical risks that are significant and could have a near-term
impact on Seplat Energy, while the remaining 12 have a longer-term
impact. Seven of the 19 risks are external (i.e. outside the Company’s
control), while 12 of the 19 risks are internal (i.e. within the Company’s
control). This was presented to the Board Risk and HSSE Committee
at the Committee meeting in July. The Committee reviewed the risk
universe and continues to engage with management on the critical
risks.
Critical risks and uncertainties
Highlighted below are the critical risks that the Company dealt with in
2024 and will continue to monitor in 2025.
1.
Catastrophic events (explosions, disease outbreaks): risk of a
significant fire outbreak and associated explosion in a production
facility, or a pandemic such as COVID, causing significant harm to
personnel, the environment and infrastructure. As at year-end, the
trend for this risk remains steady. Our view remains that we do not
see a threat at pandemic level like COVID, and within the context
of our operationalisation of the Company’s HSE case, we maintain
a steady trend.
2. Ethical and governance misconduct: risk of ethical and
governance misconduct arising from dishonesty, bribery and
corruption, fraud, discrimination, harassment, conflicts of interest,
breaching fiduciary duties or failing to comply with regulatory
requirements — resulting in reputational damage, significant
financial loss, and litigation. The risk remains steady as the
business continues to consolidate its culture refresh via the launch
of the SF-InPACT, as well as the corporate governance
recertification conducted during the year for all staff.
3. Market, credit, and liquidity risk: risk of potential losses arising
from fluctuations in commodity prices, currency exchange rates,
interest rates, and other market variables. Limited access to capital
and financing is precipitated by market conditions, investor
sentiment, or regulatory changes. Inability to convert assets into
cash quickly without a significant loss in value.
4. Cyber security risk: the potential for loss, damage or disruption to
the organisation's data, IT systems and operations due to
malicious cyber activities. These risks can arise from a variety of
sources, including hackers, malware, insider threats and other
vulnerabilities. We recorded a stable trend for the risk giving the
relatively lower upsurge in attacks in the face of a continued
upsurge in cybercrimes globally. Our IT infrastructure is heavily
equipped to manage the upsurge in attacks, and we are glad to
report that we recorded no successful attacks.
5. Access to gas reserves & resources (to support Pillars II and
III): risk of not meeting long-term gas contract obligations arising
from limited opportunities within our contingent and exploration
portfolio, coupled with a significant decline in gas reserves on
existing assets, leading to contract termination. The risk remains
stable following the post CSS viability of three third-party gas
sources, of which two were considered viable.
6. Asset integrity - own infrastructure failure: risk that due to poor
asset integrity management, operability and availability of
production facilities, the facilities become defunct and inoperable.
Within the context of the Company’s existing core operational
control i.e. OMLs 4, 38, 41 and 53, the risk trend is deemed
decreasing. However, we recognise that in the context of the
unknowns around the integration of SEPNU assets, more focus
must be given to this risk as the capital investment required to
manage the risk effectively is been worked on and will impact our
growth plan.
7. Export route assurance and third-party reliance risk: risk that
due to factors beyond the Company's control, the Company is
unable to evacuate produced crude to its customers in the
market, as well as being unable to deliver nominated gas volumes
to customers, resulting in significant revenue loss and value
erosion for shareholders. The risk continues to trend down, as we
recorded minimal infractions/losses during 2024. We recorded
relatively good uptime across all western and eastern export
routes during the year, closing 2024 with approximately 97%
uptime.
In summary, 2024 was undoubtedly a transformational year for Seplat
Energy with the completion of the acquisition of Mobil Producing
Nigeria Unlimited. Despite a challenging economic environment, we
celebrated remarkable milestones and achievements and delivered
on key projects, cost leadership and sustainability goals. The
commendable delivery on our 2024 KPIs has proven not only our
resilience but also our tenacity and growth as a company. As part of
our ongoing efforts to drive and embed a strong corporate culture,
which is a key to Seplat’s overall growth and success, we launched a
culture refresh in September 2024. This refresh, encapsulated in the
acronym ‘SF-InPACT’, represents our renewed commitment to
building an inclusive, performance-driven and agile organisation, while
embodying the Seplat First mindset.
The Company remained steadfast in its commitment to effectively
managing climate-related risks, which are categorised into Physical
and Transition Risks. Progress in mitigating these risks was
meticulously monitored and reported to the Risk and HSSE
Committee in quarterly meetings. Paramount among the measures
identified to manage and mitigate climate-related risks is the
decarbonisation of our operations and the strategic diversification of
our business into lower-carbon and renewable energy products.
For comprehensive details on the physical and transition risks
identified, our assessment of their impact on the Company, and the
proactive actions being undertaken to mitigate these risks, please
refer to pages 93-99.
Additionally, following the enactment of the Petroleum Industry Act
(PIA) in August 2021, Seplat initiated a critical process to fulfil one of
the Act's key provisions - the voluntary conversion of our Oil Mining
Leases (OMLs) to Petroleum Prospecting Licenses (PPLs) or
Petroleum Mining Leases (PMLs). Since then, we have engaged in
numerous discussions with our joint venture partners and the
regulatory agency, the Nigerian Upstream Petroleum Regulatory
Commission (NUPRC), focusing on key aspects such as acreage
delineation and the determination of retention and relinquishment
areas within the acreages. In November 2024, we reached alignment
with our JV partners and the NUPRC regarding the retention areas,
relinquishment areas and the Minimum Work Program post
conversion. This alignment, which is subject to final approval by the
Commission, represents a major step forward in ensuring compliance
with the PIA while positioning Seplat for sustainable growth and
operational efficiency in the coming years.
Overall, the Committee is confident in the robustness of the
Company's Risk Management System, which ensures the integrity of
our business processes, decisions, and activities moving forward.
Additionally, our HSSE Management System continues to
demonstrate maturity and reliability, consistently delivering strong
HSSE performance year after year.
OVERVIEW
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ADDITIONAL INFORMATION
Risk management continued
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Fundamental elements of the internal
control system
Seplat Energy operates a group structure where Senior Leadership
and subsidiary Managing Directors report to the Group CEO. This
structure enables Seplat Energy to maintain a clear line of sight across
its various business entities while accommodating operational
flexibility and autonomy. Overall, Seplat Energy's business structure is
designed to support the Company's strategic objectives while
ensuring operations are carried out responsibly and sustainably.
Internal controls are embedded throughout Seplat Energy's
organisational structure, with each subsidiary responsible for
implementing and maintaining effective internal controls. The
Company's internal controls are designed to provide reasonable
assurance regarding the accuracy and reliability of accounting,
financial and non-financial reporting, as well as the effectiveness and
efficiency of operations.
Internal Control Framework
Seplat’s Internal Control Framework leans on the principles and
guidelines provided by the Committee of Sponsoring
Organizations’ (COSO) Internal Control Integrated Framework, tailored
to the specific needs, business organisation and geographical location
of Seplat.
This coincides with the adoption of the same framework by the
Financial Reporting Council (FRC) of Nigeria, the regulatory body
responsible for overseeing financial reporting in Nigeria, as the basis
for its Internal Control over Financial Reporting (ICFR) guidelines, which
Seplat fully implements and complies with.
The COSO framework also provides criteria which form the basis for
understanding control in the organisation and for making judgements
about the effectiveness of control. It sets out guidelines for
management to ascertain with reasonable assurance that the internal
control system is effective enough to achieve the following strategic
objectives:
• Effectiveness and efficiency of operations (including safeguarding
of assets)
• Reliability of financial reporting, compliance with laws and
regulations
Control environment
Seplat's internal control environment is driven by its corporate values,
risk management philosophy (recognising that unexpected as well as
expected events may occur) and risk appetite, corporate governance,
assignment of authority and responsibilities, organisational structure
and human resources policies and procedures.
Seplat has a defined Code of Conduct which it expects all persons
who work for or with Seplat to adhere to. The Code of Conduct
(approved by the Board) is part of the mandatory information and
communication to all staff. In the same vein, a strong culture of
integrity and ethical conduct is promoted by the Board and Executive
Directors.
Management has also established and communicated its Core Values
(Safety, Integrity, Partnership, Ambition and Agility), which constitute
the standards of behaviour expected of a Seplat employee.
Governance and oversight
1.
Internal control reporting structure
Seplat’s internal control (“IC”) system is driven by the Chief Financial
Officer (CFO) through the Head of Enterprise Risk Management (ERM).
The ERM function has access to the Board Finance and Audit
Committee through the CFO. The ERM team supports internal
controls activity (as an effective tool for risk management) across the
business and functions. The Company’s internal controls process
includes design and implementation of an internal controls framework,
review, monitoring and improvement of the framework, annual
process and controls review and assessment, and process
improvement (including the documentation of new processes).
2.
Roles and responsibilities of the Board of Directors
Seplat has an experienced Board of Directors, which includes
Executive Directors, Non-Executive Directors and Independent Non-
Executive Directors who establish the ‘tone at the top’ and guide the
Senior Leadership Team. The Board recognises the impact of its
leadership and actions on the management and employees of Seplat
and, thus, commits to setting the right tone at the top. The Board of
Directors holds regular and periodic meetings with the Senior
Leadership Team, from whom it also receives regular reports
containing updates on operations from all units.
3.
Internal Audit
The Internal Audit unit functionally reports to the Board Finance and
Audit Committee and administratively to the Chief Financial Officer
(CFO).
Internal Audit is independent of Seplat’s business activities and
consistently evaluates and reports on compliance with internal control
requirements in audit reports as part of its assessment of internal
controls.
4.
Staff
All members of staff are responsible for the internal controls
embedded in their various job roles. Seplat employees are responsible
for conducting their duties in accordance with internal control policies
and procedures (including the Code of Conduct). They are also
responsible for reporting to their Unit Heads instances where they
consider that internal control procedures are inadequate.
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ADDITIONAL INFORMATION
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Assignment of authority and responsibility
The need to delegate authority and responsibility within Seplat is
recognised, and implemented in such a way as to provide reasonable
assurance that work activities are aligned with organisational
objectives and to maintain business continuity:
• Authorisation levels within key areas of business are established
and communicated across Seplat. Seplat has a documented
Approval authority matrix, which assigns responsibilities at various
levels
• Supervision is central to the way Seplat is run, and this helps
ensure that employees are aware of the impact their roles and
responsibilities have on Seplat’s operations and know the extent
to which they are accountable for activities
• Unit Heads are directly responsible for the daily activities of all
officers within their units
Control activities
Seplat practises an approach of tiered ownership of internal controls
and risk management i.e. responsibilities at the following levels: Board
of Directors, Senior Leadership Team, Unit Heads and Staff.
Controls are built into the information technology systems and manual
processes at the time they are designed, and care is taken to ensure
that the cost of the control activity does not exceed the cost that may
be incurred if the undesirable event occurs. The number of resources
directed at control activities are based on the significance and
likelihood of the risks they are to prevent or reduce.
Control activities are those actions necessary for addressing risk
concerns related to both strategic and daily operations and are
embedded in Seplat’s policies and procedures. These activities, which
help ensure that management risk response directives are carried out,
include the following:
• Business performance reviews
• Information processing (including Application and Information
Technology General Controls)
• Approvals and authorisations
• Verifications
• Physical controls
• Segregation of duties
Manual controls / policies & procedures
• Seplat ensures that detailed policy and procedure manuals are in
place for all business processes, and communicated to
employees as appropriate
• Procedural manuals are reviewed regularly by the Internal Controls
team
• A risk and controls matrix is developed for all business processes
and reviewed at least once a year for adequacy and effectiveness
• Top-level reviews are conducted to track the execution of Seplat
goals and objectives by measuring performance against set
targets, e.g. via periodic budget monitoring and performance
appraisal processes
• Performance indicators are regularly reviewed to track
performance
• Reports are reviewed by Unit Heads to ensure accuracy,
completeness and proper authorisation
• There is a segregation of duties within Seplat as job roles and
responsibilities are designed to reduce the risk of error or fraud.
• Fixed assets are regularly verified. Comparisons are made against
control records, and discrepancies are investigated
• Authorisation and approval requirements for process activities are
documented and communicated across Seplat following the
authority matrix
Information technology system controls
Seplat relies on information technology systems for most of its
information processing and storage operations, and as such, controls
are established over all IT systems:
• The Senior Information Technology Manager, supervised by the
Director of Corporate Services, monitors the activities of the IT
Unit. The Senior Leadership Team is responsible for reviewing the
IT strategy, operations, projects and activities of Seplat
• Tasks within the IT Unit are well structured to ensure adequate
segregation of duties
• The Senior IT Manager ensures that IT personnel undergo the
required training course to effectively perform their job
responsibilities
• Background checks are carried out on new IT hires following the
Human Resources policy
• The Internal Controls team reviews the IT controls within Seplat
Babs Omotowa
Chairman, Risk Management and HSSE Committee
OVERVIEW
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FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Risk management continued
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Mapping
our risks
The mapping of our risks considers both
quantitative and qualitative factors.
Seplat Energy’s risk mapping is
underpinned by a two-factor spectrum –
Likelihood and Impact, which are further
plotted on the basis of Seplat Energy 5x5
methodology, to arrive at a final
assessment for each risk.
Assessment
1
Cyber security
11
Social risk
l Very high
2
Asset integrity-own infrastructure
12
Personal and process safety
l High
3
Market, credit & liquidity
13
Geo-political risk
l Medium
4
Catastrophic events (explosions, disease outbreak)
14
Environmental damage and climate-related risk
l Low
5
Ethical and governance misconduct
15
Financial and non-financial risk (such as reserves &
sustainability) reporting
6
Access to gas reserves and resources
16
Community agitations and security
Steady
7
Export route assurance and third-party reliance
17
Supply chain management
Increasing
8
New market entry
18
Decarbonisation
Decreasing
9
Compliance and controls
19
Changes and uncertainties in regulatory and fiscal
framework
10
Litigation and Contingent Liabilities
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ADDITIONAL INFORMATION
Principal risks and uncertainties
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Monitoring and mitigating risks
The implementation of our strategy can be hindered by various risks and
uncertainties. The risks that the Board considers most significant are described here.
Field operations and asset integrity
Description
Failure to manage operational activities due to poor asset integrity management, operability and
availability of the production facilities, the extent that the facilities become inoperable.
Mitigation
Enforce Seplat’s asset integrity philosophy. ‘Compliance with operating envelop. ‘Develop an
integrated asset Integrity management system. ‘Maintainability and operability philosophy must be
considered in engineering design stage.
KPI/Performance metrics
• Number of ageing assets without life extension plans
• Number of maintenance tasks that are overdue
• Number of unplanned maintenance and repairs (per month)
Strategy
• Maximise production and cash flows from existing assets
• Move up 2C reserves into 2P resources
• Commercialise and produce gas reserves
Assessment
l Very high
Trend
Steady
We continue to refine our project management approach for improved speed of delivery and
efficiency; Acquired the ISO 55001 asset management system certification for asset integrity,
successfully preserved the certification by passing two follow-up surveillance audits, consolidate
performance across board, maximise production, maintain a strong balance sheet, and
strategically position the Company for future growth.
Alignment to risk register
1.
Asset integrity: operability and availability of production facility due to asset integrity issues
Third-party infrastructure downtime
Description
An over-reliance on third-party operated transportation infrastructure can expose the Company to
extended periods of production being shut-in.
Mitigation
1.
Effective surveillance architecture to eliminate/minimise infractions that lead to unavailability of
export routes.
2. Build additional buffer storage tanks, for both the Western and Eastern Assets.
3. Maintain contractual agreements for use of all third-party infrastructure with underutilised
KPI/Performance metric
• Percentage oil loss from export route
• Export route Downtime
• Percentage of production shut in per quarter
• Number of unplanned production shut-ins
Strategy
• Maximise production and cash flows from existing assets
• Commercialise and produce gas reserves
Assessment
l Very high
Trend
Steady
We recorded a relatively good uptime across all export routes (West & East) during the year - the
AEP since coming onstream has provided evacuation support for the business and helped
enhance bottomline liquidity. Risk trend is kept at steady with the AEP availability providing support
in the event of an outage of the TFP.
Alignment to risk register
'1. Export route assurance and 3rd party Reliance
Operational and safety risks
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FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Principal risks and uncertainties continued
Seplat Energy Plc
84
Annual Report and Accounts 2024
HSSE risks
Description
Oil and gas activities carry significant levels of HSSE risks, which must be properly managed. As
activity levels continue to increase there is a strong focus on preventing major environmental,
health or safety incidents. These include emerging climate change and greenhouse gas emissions
risks.
Mitigation
1.
Deployment of an HSSE management system in line with best practices.
2. Monitoring and reporting of HSSE performance scorecards at management and Board levels.
3. Our HSSE systems and processes are subjected to independent review and identified
improvement initiatives are deployed.
4. Continual focus on HSSE training and initiatives on incidence prevention.
5. Emergency response plan set for any eventuality, and comprehensive incident review panels
to identify lessons learnt and implement improvement activities.
6. Focus on the delivery of projects under the Company’s ‘Flares Out’ roadmap and new energy
transition plan.
KPI/Performance metrics
• HSE scorecards
• LTIR
• TRIR
Strategy
• Be a highly responsible corporate citizen
• Maximise production and cash flows from existing assets
• Commercialise and produce gas reserves
Assessment
l Very high
Trend
Steady
The Company's view remains that we do not see a threat at pandemic level like COVID, and within
the context of operationalisation of the Company’s HSE-case, we maintain a steady trend. Though
the risk is inherent, we will continue to deploy our HSSE risk management in line with best
practices and with strong emphasis on prevention.
Alignment to risk register
1.
Catastrophic events (such as environment, explosions, disease outbreaks)
2. Personal and process safety
Climate-related risks
Description
The Task Force on Climate-related Financial Disclosures (TCFD) divided climate-related risks into
two major categories:
(1) risks related to the transition to a lower-carbon economy and
(2) risks related to the physical impacts of climate change.
Mitigation
The company has identified a number of projects to deliver on projects earmarked to reduce and
or eliminate gas flaring as spelt out under the ‘Flares Out’ roadmap; projects include (i) delivery of
the LPG projects at Sapele and Oben, (ii) Installation of booster compressors, and (iii) the Sapele
integrated gas plant project.
Other mitigation include (1.) seek alternative options for cleaner energy, (2.) Participate in all
industry discussions and initiatives aimed at the introduction and deployment of Carbon-
emissions trading schemes in a developing carbon-trading oil and gas economy.
KPI/Performance metrics
• HSE scorecards;
• LTIR;
• TRIR.
Strategy
The key measures identified as necessary to manage and mitigate climate-related risk reflect the
core elements of the company’s overall corporate strategy: decarbonising our operations and
diversifying our business into lower-carbon and renewable energy products.
Assessment
l High
Trend
Steady
The risk trend is considered to remain steady, given the Company's focus on reducing and/or
eliminating gas flaring as spelt out under the "gas flares our road map. Additionally, we have
developed climate change and sustainability/ESG policies, and continue to report on sustainability/
ESG issues in line with the recommendation of the TCFD.
Alignment to risk register
1.
Environmental damage and climate related risk
2. Decarbonisation
Operational and safety risks
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
85
Annual Report and Accounts 2024
Sustaining Exploration and Appraisal (E&A) programme
Description
Exploration and appraisal activities carry significant levels of subsurface risk. Sustained E&A drilling
failure will impact the Company's ability to organically replace reserves and production.
Mitigation
1.
Strict compliance with reservoir management guidelines.
2. Building internal capacity with skilled sub-surface expertise.
3. Maintaining an exploration portfolio for possible drilling upon maturity.
KPI/Performance metrics
• Reserve replacement ratio (RRR)
• Exploration success rate
Strategy
• Maximise production and cash flows from existing assets
• Move up 2C into 2P
• Commercialise and produce gas reserves.
Assessment
l Very high
Trend
Steady
We are high-grading our exploration portfolio through a thorough prospect screening exercise.
Two third-party gas sources considered post CSS viability evaluation.
Alignment to risk register
1.
Access to gas reserves and resources (to support Pillars II and III)
2. Non-financial reporting risk (reserves and sustainability)
Operational and safety risks
Niger Delta stability and security
Description
Seplat Energy’s core operations are located in the Niger Delta region of Nigeria which comes with
significant risks. Historically, the Niger Delta has always been a high-risk environment with security
incidents such as kidnappings, vandalism and criminal attacks on oil and gas installations.
Mitigation
The Company, working with other industry players in the region, continues to put pressure on
government to find a lasting solution to Niger Delta restiveness. The current security measures
put in place by the facility operators, together with government’s strategy of dialogue with
stakeholders in the region, seems to be working.
KPI/Performance metric
• LTIR
• TRIR
• Security incidents
• Operating cash flow
Strategy
• Be a highly responsible corporate citizen
• Maximise production and cash flows from existing assets
• Commercialise and produce gas reserves.
Assessment
l High
Trend
Steady
Efforts by the government and industry pressure groups, aimed at enhancing security in the
region, seem to be paying off as in 2024 the business recorded zero occurrence of militant
attacks, similar to the previous year. Our monitoring of the response plans/mitigation actions,
remains top notch.
Alignment to risk register
1.
Community agitation and security risk
External risks
OVERVIEW
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GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Principal risks and uncertainties continued
Seplat Energy Plc
86
Annual Report and Accounts 2024
Stakeholder management relationships
Description:
Failure to manage relations with stakeholders can result in business disruptions and interference.
The Company prioritises the effective management of relationships with all stakeholders including
host communities, joint venture partners, government, regulatory bodies and shareholders.
Mitigation
1.
Ensure consistent delivery of corporate social responsibility (CSR) initiatives (as well as full
compliance with the terms of the global memorandum of understanding (GMOU) across all
operational areas.
2. Sustain local content development with priority to community contractors.
3. Develop tailored CSR programmes, capacity building and infrastructure developments with
the host communities.
4. Implement measures relating to the new Petroleum Industry Act (PIA) - inclusion of impacted
communities as a driver for annulling community agitation from our immediate host
communities (GMOU vs PIA).
5. Ensure strong corporate governance, transparency and proactiveness in dealings with
regulators and joint venture partners.
KPI/Performance metrics
• Net working interest production
• LTIR
• TRIR
• Host community incidents
Strategy
• Be a highly responsible corporate citizen
• Maximise production and cash flows from existing assets
Assessment
l High
Trend
Steady
We continue to enjoy good working relations with all stakeholders of the business.
Alignment to risk register
1.
Changes and uncertainties in regulatory and fiscal framework
2. Social risk
Geo-Political risk
Description:
Risk that Seplat operations may be impacted due to political events, decisions or conditions
arising both in and out of the country. These risks can stem from political instability, changes in
government policies, trade disputes, diplomatic tensions, civil unrest, terrorism, and conflicts
between nations.
Mitigation
1.
Alternative sourcing strategies or backup suppliers especially in the wake of recent global
supply chain disruption challenge.
2. Scale up internal and external intelligence gathering capability.
3. Put in place mitigation response strategy to cushion the impact of oil price volatility resulting
from global geo-political events.
KPI/Performance metrics
• Number of international sanctions/trade restrictions
• Number of militant, terrorism and secessionist activities
Strategy
• Be a highly responsible corporate citizen
• Maximise production and cash flows from existing assets
• Commercialise and produce gas reserves
Assessment
l High
Trend
Steady
During 2024, the Company recorded no incidents of terrorism or secessionist agitation. The
company continued to monitor Niger Delta geo-political developments and issued regular reports
to management, as well as partnering with security stakeholders in the sharing of intelligence
regarding security.
Alignment to risk register
1.
Geo-political risk
2. Supply chain management
External risks
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
87
Annual Report and Accounts 2024
Market, credit, and liquidity risk (commodity price, exchange rates and interest rates, receivables, costs)
Description
Risk of potential losses arising from fluctuations in commodity prices, currency exchange rates,
interest rates, and other market variables. Limited access to capital and financing could be
precipitated by market conditions, investor sentiment, and regulatory changes. Inability to convert
assets into cash quickly without a significant loss in value.
Mitigation
1.
Periodic reviews of business plan to reflect market realities.
2. Hedging of commodity prices and, where appropriate, interest rates and exchange rates
according to Company policy.
3. Running various oil price, interest rate and Foreign exchange rate sensitivities to ascertain
break-even prices before sanctioning opportunities/projects.
KPI/Performance metrics
• Net Debt / EBITDA ratio
• Effective mix of debt and equity, balancing short- and long-term debt
• Debt refinancing
Strategy
• Maximise production and cash flows from existing assets;
• Commercialise and produce gas reserves;
• Move up 2C resources into 2P reserves category.
Assessment
l Very high
Trend
Steady
The impending maturity of some facilities (the bond and RCF) plus the deferred consideration on
the MPNU acquisition gave this risk a rising trend initially. However, it is now considered steady as
we have deployed a strategy to refinance the bond before it becomes current, so as to minimise
any pressure on operational cash flow.
Alignment to risk register
1.
Market, credit, and liquidity risk (commodity price, exchange rates and interest rates,
receivables cost)
Financial risks
Merger and acquisition (M&A) risk
Description
Growth through M&A activities is part of Seplat's strategy to pursue focused acquisitions and
farm-in. However, M&A deals and transactions come with significant risk including structural,
commercial and integration risks. There is also the risk of non-achievement of acquisition targets
due to highly competitive landscape.
Mitigation
Seplat’s New Business function is always looking for the right opportunities for Seplat. Decision
review board (EXCOM) process in place to ensure deals are properly vetted and proper due
diligence is done for new opportunities: The EXCOM ensures the commercial, structural, KYC and
integration risks are fully considered and addressed with mitigation plans approved and in place
prior to deal closing.
KPI/Performance metrics
• Successful execution of new acquisition and farm-in opportunities.
Strategy
• Pursue a focused acquisition and farm-in strategy;
• Commercialise and produce gas reserves. Move up 2C resources into 2P reserves category.
Assessment
l High
Trend
Steady
We have a robust process in place to vet opportunities and deals.
This risk is holding steady following an ongoing strategy to acquire more strategic assets. The
M&A landscape remains competitive.
Alignment to risk register
1.
New market entry risk
2. Changes and uncertainties in regulatory and fiscal framework
3. Assess to gas reserves and resources (to support pillar II and III)
Strategic risk
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Principal risks and uncertainties continued
Seplat Energy Plc
88
Annual Report and Accounts 2024
Ethical & Governance misconduct
Description
Bribery and corruption presents a risk throughout the global oil and gas industry and represents
an ongoing risk to any oil and gas company.
Fraudulent activity presents a risk throughout the global energy industry and represents an
ongoing risk to any energy company.
Mitigation
Extensive training on anti-bribery and corruption. Embedding corporate governance principles with
key focus on areas of the business which may be more susceptible to corruption such as the
contracting and procurement process. Processes exist to guide dealings with public officials.
Extensive whistleblowing campaign. Continuous monitoring and improvement of the system of
internal controls by all lines of defence with strong internal audit activity. Automation of processes
where possible to reduce manual intervention.
KPI/Performance metrics
• Number of unreported ethical misconducts
• Uninvestigated whistleblowing reports
• Number of negative media publication against Staff and Management
Strategy
Assessment
l Very high
Trend
Steady
Our geographical location continues to be susceptible to corruption. However, the risk trend is
kept at steady following lower cases of whistle blowing recorded during the year and the
Company continues to maintain a zero tolerance policy.
Alignment to risk register
1.
Ethical and governance misconduct
2. Compliance and controls risk
3. Litigation and contingent liabilities
Information security risk
Description
Potential cyber attacks and IT & OT security breaches could result in loss or compromise of
sensitive proprietary information, communication and IT business continuity disruption across
operations.
Mitigation
We monitor and regularly upgrade the Company’s IT & OT security systems. The Company has a
clearly defined employee user policy and control of access rights. Our information security
framework and infrastructure have been externally reviewed in line with requirements of ISO27001.
IT business continuity plan is in place for quick deployment.
KPI/Performance metrics
• Information security identification and containment reports
Strategy
• Be a highly responsible corporate citizen;
• Move up 2C resources into 2P reserve category.
Assessment
l Very high
Trend
Steady
While cyber security continues to hold international attention, there has not been material IT
breach on our operations. However, giving the current norm of remote working, the company has
taken steps to ensure adequate protection/defence mechanisms are in place to avert any
external cyber attacks.
Alignment to risk register
1.
Cyber Security
Strategic risk
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
89
Annual Report and Accounts 2024
Sustainability risk oversight
We use a combination of controls, processes, and procedures to
support the oversight of sustainability and climate-related risks and
opportunities. These controls and procedures are integrated with
other internal functions to ensure a holistic and coordinated approach
at all levels of the organisation. As part of our commitment to ensuring
alignment with emerging trends and mandates, Seplat has integrated
ESG (Environmental, Social, and Governance) and sustainability
matters into our Enterprise Risk Management framework and register,
following guidance from the Risk Committee. Seplat maintains a Risk
Universe, which aids in identifying critical risks associated with factors
that influence our business strategy and objectives. In 2024, Seplat
conducted a comprehensive review and update of the Seplat Risk
Universe into 5 risk categories, one of which is climate change and
energy transition. This update formally integrated sustainability-related
risks, such as environmental damage and its ecological impacts and
climate-related risks, into the Risk Universe to ensure a more focused
attention on this risk category.
We have identified our sustainability-related risks as applicable to our
material issues which have been described on pages 51 -53. These
sustainability-related risks have been prioritised relative to other types
of risks applicable to Seplat’s business) using our risk assessment
approach as disclosed on Page 83 (Mapping our risk).
Assessment and identification of sustainability-
related risks and opportunities
Seplat evaluates sustainability-related risks by soliciting input from key
stakeholders and aligning these risks with its Enterprise Risk Register
to evaluate their significance to the company. During the year 2024, as
part of the overall review of the entire risk universe, sustainability-
related risks, were re-assessed with the associated critical risk events
and impact themes identified. The key measures identified as
necessary to manage and mitigate sustainability-related risk reflect
the core elements of the company’s overall corporate strategy, which
entails evaluating and taking up opportunities aimed at decarbonising
our operations and diversifying our business into lower-carbon and
renewable energy products.
Seplat conducts risk assessments across various dimensions,
encompassing financial, HSSE (Health, Safety, Security, and
Environment), project lead time, reputational, climate change, and
information technology impacts. Each risk category’s severity and
potential consequences are evaluated, resulting in an overall score
integrated into Seplat’s risk matrix. Furthermore, a risk likelihood versus
impact assessment is performed based on Seplat’s risk heat map,
considering the probability and consequence of risk events occurring.
Seplat has established Key Performance Indicators (KPIs) to track its
performance against material sustainability-related risks and
opportunities, with progress disclosed in its sustainability report. In our
future report, we aim to assess the efficacy of the safeguards and
mitigations implemented to address each identified sustainability risk.
Furthermore, we intend to formulate a resilient and adaptable
improvement strategy, considering the evolving sustainability
regulatory framework, emerging global sustainability risk factors and
stakeholder expectations.
Read more Page 49
Establishment of objectives and targets
Once risks and opportunities are identified, management sets clear
objectives and targets for sustainability and climate, often aligning with
the company’s strategic goals and commitments.
Implementation of controls and procedures
Following this, we establish controls and procedures to manage and
mitigate identified risks while capitalising on opportunities, including
various measures such as implementing energy-efficient
technologies, conducting audits, and ensuring regulatory compliance.
Functional roles in sustainability management
Different teams within the organisation, such as Finance, Operations,
Human Resources, Legal, Compliance, and Risk Management, have
responsibility for different aspects of managing sustainability initiatives
across various aspects of the business:
Team
Responsibilities
Finance
Manages the budget allocation for
sustainability initiatives and tracks financial
performance against sustainability goals and
supply chain management.
Operations
Implements sustainable practices in day-to-
day operations, such as emissions reduction
projects, water management and waste
reduction.
Human Resources Incorporates sustainability into hiring, training,
and employee engagement.
Legal and
Compliance
Ensures that the company complies with
environmental regulations and reporting
requirements.
Risk Management
Identifies and manages sustainability and
climate- related risks within the overall risk
management framework.
EA and Social
Performance
Focus on the social aspects of a company’s
operations and their impact on various
stakeholders.
Strategy
Aligns sustainability objectives with
overarching business goals.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Principal risks and uncertainties continued
Seplat Energy Plc
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Annual Report and Accounts 2024
Monitoring and reporting
Regular monitoring and reporting mechanisms are established to
track progress towards sustainability and climate-related objectives
and targets, including Key Performance Indicators (KPIs) specific to
sustainability and climate performance. Management uses feedback
from monitoring and reporting to make adjustments and continuously
improve performance against sustainability and climate-related
objectives. This feedback loop helps refine controls, processes, and
procedures over time. Furthermore, we engage with our stakeholders
to gather insights and feedback on sustainability efforts, which
supports alignment between sustainability goals and stakeholder
expectations.
“We use a combination of controls, processes, and
procedures to support the oversight of sustainability
and climate-related risks and opportunities. These
controls and procedures are integrated with other
internal functions to ensure a holistic and coordinated
approach at all levels of the organisation.”
Materiality assessment and risk management
In our previous report in year 2023, we stated our commitment to
disclose the criteria and methodologies utilised for evaluating the
potential impacts of our sustainability-related risks and opportunities
on areas such as our strategy, business model, financial performance,
and cash flows across short-, medium-, and long-term horizons. This
disclosure will encompass how we consider uncertainty, variability and
long-term planning in our assessments. We stated that we will also
provide insights into the sustainability-related risks and opportunities
we have deemed material for our company and the rationale behind
their prioritisation.
Accordingly, during the year 2024, we conducted a materiality
assessment and this proactive approach ensured that necessary
adjustments to our disclosure process, including criteria, methods,
and actions in response to new information and changing
circumstances, are duly accounted for. The KPIs established by the
business are linked to the sustainability topics determined by our
materiality assessment. We are committed to continuously evaluating
our resources, capabilities, and organisational structures to ensure we
can effectively focus on taking advantage of the identified
opportunities to create value.
Continuous improvement and adaptation
Seplat aims to enhance its approach to assessing sustainability-
related risks through various strategies, including scenario analysis,
benchmarking, and collaboration with experts, ensuring a proactive
risk management strategy. We are committed to disclosing criteria,
methodologies, and impacts of sustainability-related risks and
opportunities, along with regular updates through periodic materiality
assessments and performance tracking.
We recognise that as an energy
company operating in the Niger Delta,
our business is exposed to significant
risks from climate change. Reducing the
carbon intensity of our operations by
eliminating routine flaring, while growing
our natural gas, LPG, and renewable
business to supply Nigerians with reliable
and sustainable energy, will allow us to
both mitigate some of our exposure to
climate-related risks and position us to
play a leading role in realising the many
opportunities presented by Nigeria’s
energy transition.
Summary
In accordance with best practice, we consider climate-related risks
under two broad categories: physical risk and transition risk. The
Physical and Transition risks we have identified, our assessment of
their impacts on our Company, and the actions we are taking to
mitigate these risks, are summarised in the Climate Risk Table below.
This is followed by a separate section describing in more detail our
understanding of the physical risks to our business. In addition to
recognising the risks, we see climate change and the associated
energy transition as offering significant new strategic and commercial
opportunities. These opportunities abound from supplying the reliable,
sustainable energy Nigeria will need in the decades ahead,
underpinned by robust demand for natural gas. LNG (Liquified Natural
Gas) and LPG (Liquified Petroleum Gas) are likely to play an
increasingly important role in Nigeria’s energy mix over the next
decades in generating electricity, alleviating severe energy poverty,
reducing dependence on biomass for cooking, and achieving a just
energy transition. We proactively established the New Energy
business to focus on growing our gas businesses as well as to
explore opportunities in the renewable energy space. We assess
climate-related risks and opportunities using the same planning
horizons and materiality considerations.
OVERVIEW
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ADDITIONAL INFORMATION
Seplat Energy Plc
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Annual Report and Accounts 2024
Focus on physical climate risk
Nigeria is vulnerable to the physical impacts of climate change. It
ranks 152 in the 2024 Notre Dame Global Adaptation Index (ND-
GAIN). The physical impacts include increased flooding, rise in sea
level and coastal erosion in the South, chronic droughts in the North,
and variability in rainfall patterns throughout the country. The effects
include displacement of local populations, reduced agricultural
productivity, increased intrusion of seawater into freshwater, and the
risk of increased internal conflicts over land and food security.
“The high vulnerability score and low readiness score
of Nigeria places it in the upper-left quadrant of the
ND-GAIN Matrix. It has both a great need for
investment and innovations to improve readiness and
a great urgency for action. Nigeria is the 64th most
vulnerable country and the 180th most ready country.”
ND-GAIN
Country index rank
152
Score: 39.4
Vulnerability 0.462
Readiness 0.251
Apart from our offices in Lagos, Abuja, Aberdeen, and London,
Seplat’s operations are located in the Niger Delta (Edo, Delta, Imo, and
parts of Rivers States). Spanning over 20,000 square kilometres, the
delta is the largest wetland in Africa and among the three largest in
the world. It is vulnerable to impacts from climate change, particularly
flooding, and is dependent on low-lying mangroves for flood
protection.
Nevertheless, to date, these dangers have not significantly impacted
Seplat’s operations. Heavy rains and flooding have, on occasion,
made roads impassable causing delays to the transportation of
equipment and personnel to or from our areas of operation. Heavy
rains can also affect our overall productivity, particularly due to delays
in carrying out maintenance, or from having to divert resources to
repair storm damage(s). However, any increases in our operating
costs from these types of incidents have so far not been material.
We are in the process of developing a more comprehensive physical
climate risk management plan to ensure that we are prepared for
increased extreme weather events.
Leveraging climate-related opportunities
Seplat’s New Energy and Midstream Gas business is emblematic of
our proactive approach to seizing climate-related opportunities. We
adapt to emerging environmental trends through strategic
investments and innovative initiatives and actively leverage them to
drive growth and sustainability. In line with our Pillar 3 strategy, we are
looking at renewable energy and clean technologies. We believe that
this approach will help us diversify and become more resilient in the
changing energy landscape. By taking advantage of these climate-
related opportunities, we hope to contribute to sustainable
development and environmental stewardship in Nigeria while
positioning ourselves as leaders in this field.
Risk Management – enhanced understanding of
climate-risk
We recognise that climate change and the energy transition have
become critical considerations for the global economy, for Nigeria,
and for our business. That is why we now categorise climate risk as
one of the Enterprise risks for the Company and why climate change
considerations increasingly influence our strategic thinking, risk
management processes, and operations on a day-to-day basis.
However, in Nigeria, as in many other parts of the world, energy
poverty is a fundamental challenge. The inseparability of these issues
is clearly reflected in Seplat’s strategic goal to provide accessible,
affordable, and reliable energy as an intrinsic part of its role in helping
to transform lives through energy.
Our processes for identifying and assessing climate-related risks are
built on our increasing awareness of the nature of these risks. During
the year 2024, led by our Enterprise Risk Management (ERM) team
and subject matter experts from key departments, we updated our
risk universe to 5 categories of risk including climate change and
energy transition to:
1.
identify and assess the risks under each of the categories
recommended by the IFRS S2.
2. assign a risk rating to each of the categories of risk using the
Seplat 5x5 Risk Assessment framework. This combines the
likelihood of a risk being realised with the likely impact on Seplat if
the risk materialises; and
3. consider how these risks can be managed and mitigated.
In the year 2024, the result of the reassessment was that all the
climate-related risks were re-assigned the risk rating of ‘High’,
downgraded from “very high” in our previous assessment in 2023 .
This reflects our continued efforts in managing the risk and ensuring
that we are taking action to mitigate the impact of climate- related
risks.
The key measures identified as necessary to manage and mitigate
climate-related risks reflect the core elements of our overall corporate
strategy: decarbonising our operations and diversifying our business
into lower-carbon and renewable energy products. These have
already been described in detail in the preceding sections of this
report and are also summarised in the Climate Risk Table in the
Strategy section of this report.
OVERVIEW
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GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Principal risks and uncertainties continued
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Annual Report and Accounts 2024
Concentration of sustainability
and climate-related risks
and opportunities
We operate mostly in the Niger Delta region, encompassing Edo, Delta, Imo and parts
of Rivers States, where our oil and gas exploration, production, and processing
activities occur utilising assets such as drilling rigs, production facilities, pipelines, and
processing plants. Therefore, the current and future value of most of our physical and
natural assets is concentrated in this region.
Environment
Material matters
Climate change
Ecological impact
Water and
wastewater
management
Sustainability and Climate-related Risks and Opportunity Topics
Climate Change
Mitigation
Climate Change
Adaptation
Energy
Pollution of Air
Pollution of Soil
Waste Management
Current effects
Increased compliance
costs due to
regulations
Pressure from
stakeholders for
sustainable practices
Operational
disruptions due to
extreme weather
events
Higher costs
associated with
adapting to climate
impacts
Price volatility affecting
operational planning
Regulatory changes
impacting business
operations
Regulatory fines and
penalties impacting
profitability
Negative health
impacts affecting
workforce productivity
Legal liabilities and
remediation costs
Damage to reputation
due to environmental
incidents
Regulatory scrutiny
affecting operational
permits
Increased costs
associated with water
scarcity
Anticipated effects
Potential shift in
investment towards
renewable energy
sources
Scope to broaden
market positioning
and enhance
reputation as an asset
operator
Increased investment
in resilient
infrastructure and
technologies
Strengthened
community relations
through proactive
adaptation efforts
Increased investment
in renewable energy
projects
Opportunities for
technological
innovations in energy
efficiency
Increased operational
costs for compliance
with air quality
standards
Opportunities for
investment in clean
technologies to
improve air quality
Enhanced focus on
sustainable agricultural
practices in
surrounding
communities
Potential partnerships
with local
communities for soil
restoration initiatives
Investment in water
recycling and
management
technologies to
ensure sustainability
Opportunities for
innovation in
wastewater treatment
and management
Areas of concentration
Operations in Nigeria,
particularly in regions
vulnerable to climate
impacts
Facilities involved in oil
and gas production
Production sites and
infrastructure in
climate-sensitive
areas
Local communities
affected by climate
change
Oil and gas
production areas in
Nigeria
Facilities involved in
energy production
Processing plants and
production facilities
Urban areas near
production sites
Land surrounding
production facilities
Agricultural areas
impacted by
operations
Water sources and
treatment facilities
Areas reliant on local
water resources
OVERVIEW
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ADDITIONAL INFORMATION
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Annual Report and Accounts 2024
Social
Material matters
Health, safety
and security
Critical incident
risk management
Human capital
management
Diversity and
inclusion
Human rights and community
relations
Supply chain
management
Sustainability and Climate-related Risks and Opportunity Topics
Employee Health
and Safety
Process safety
Working
Conditions
Workplace
Culture and
Policy
Communities'
Economic and
Social
Development
Rights of
Indigenous
People
Management of
Relationships
with Suppliers
Current effects
Increased
workplace
accidents affecting
productivity
Compliance costs
related to health
and safety
regulations
Inadequate
emergency
response plans
affecting safety
Lack of
communication
during incidents
leading to
confusion
High turnover rates
due to poor
working conditions
Legal risks
associated with
non-compliance
Poor employee
engagement
affecting
productivity
Ineffective
communication
leading to
misunderstandings
Economic
displacement of
local communities
Social inequality
and unrest
affecting
operations
Social unrest
affecting operations
in local
communities
Legal challenges
impacting project
timelines
Disruptions in
supply chain
affecting
production
Payment disputes
impacting supplier
trust
Anticipated effects
Enhanced safety
protocols leading
to improved
employee morale
and retention
Investment in
health and
wellness programs
improving overall
workforce
productivity
Investment in crisis
management
training improving
response times
Development of
advanced incident
reporting systems
enhancing safety
Improved working
conditions leading
to higher
employee
satisfaction and
retention
Opportunities for
creating a positive
workplace culture
enhancing brand
reputation
Investment in
diversity and
inclusion
programmes
enhancing
workplace culture
Opportunities for
employee
feedback
mechanisms
improving morale
Investment in local
economic
development
projects benefiting
communities
Development of
community
engagement
programmes
enhancing
relationships
Strengthened
relationships with
Indigenous
communities
through respectful
engagement
Opportunities for
collaboration on
community
development
initiatives
Strengthened
supplier
relationships
leading to
improved quality
and reliability
Opportunities for
fair payment
practices
enhancing supplier
loyalty
Areas of concentration
All operational
facilities and sites
Work
environments
across various
locations
All operational
facilities and sites
Areas with high
operational risks
All facilities and
operational sites
Locations with
significant labor
forces
All operational
areas and
corporate
governance
All facilities and
operational sites
Areas surrounding
operational
facilities
Regions with
significant
community
interactions
Areas with
Indigenous
populations near
operations
Regions where
indigenous rights
are a concern
Supply chain
networks across
Nigeria
Facilities reliant on
local suppliers
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ADDITIONAL INFORMATION
Principal risks and uncertainties continued
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Governance
Material matters
Business ethics and transparency
Regulatory compliance
Sustainability and Climate-related Risks and Opportunity Topics
Business Ethics and Transparency
Bribery and Corruption
Regulatory compliance
Current effects
Reputational damage from unethical practices
Legal liabilities impacting financial performance
Reputational damage
Legal liabilities and penalties impacting
operations
Legal penalties and fines impacting profitability
Reputational damage due to non-compliance
Operational disruptions due to non-compliance
Anticipated effects
Increased stakeholder trust through
transparent operations
Opportunities for ethical business practices
enhancing market competitiveness
Investment in anti-corruption training
enhancing compliance
Development of strong compliance
programmes improving trust
Investment in compliance training programmes
enhancing operations
Development of robust compliance
management systems improving governance
Opportunities for process improvement
enhancing efficiency
Areas of concentration
Corporate governance and operational
practices
All operational areas and stakeholder
interactions
Corporate governance and operational
practices
All operational areas and stakeholder
interactions
All operational facilities and locations in Nigeria
Areas with significant regulatory oversight
All operational areas and stakeholder
interactions
Geographically, the Niger Delta is susceptible to various environmental
and socio-economic challenges, including ecological degradation,
community unrest and regulatory scrutiny. Our operations in this area
are thus exposed to climate-related risks such as extreme weather
events, sea level rise, and climate-focused changes in regulatory
frameworks. However, the Niger Delta also presents opportunities for
us to demonstrate leadership in sustainability, community
engagement and environmental stewardship. By implementing
innovative technologies, adopting best practices in environmental
management and engaging openly and honestly with local
communities, we can mitigate risks and capitalise on opportunities to
create long-term value for our stakeholders, while promoting
sustainable development in the region that ensures our continuing
social licence to operate.
Adapting to the uncertainties of sustainability and
climate-related risks
We recognise the dynamic nature of these risks and have established
robust mechanisms to navigate uncertainties effectively. Firstly, we
conduct comprehensive risk assessments to identify, evaluate and
prioritise sustainability and climate-related risks across our operations
and value chain. This proactive approach enables us to anticipate
potential challenges and develop contingency plans to mitigate
adverse impacts.
Secondly, we invest in ongoing monitoring and surveillance systems
to track environmental indicators, regulatory developments, and
community sentiment, allowing for timely adjustments to our risk
management strategies. Through continuing dialogue with
stakeholders, including local communities, regulatory authorities and
investors, we ensure transparency and responsiveness in addressing
emerging risks and concerns.
Thirdly, we emphasise innovation and diversification of our operations
and revenue streams. We are exploring alternative energy sources,
adopting cleaner technologies, and implementing efficiency measures
to reduce our environmental footprint and enhance resilience to
climate-related challenges. Through continuous improvement
initiatives and adaptive management approaches, we remain agile in
responding to evolving sustainability and climate-related challenges,
thereby safeguarding our long-term viability and creating value for all
stakeholders.
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Climate risk table
Risk
Type
Impact on Seplat’s business model and value
chain
Timeframe
Mitigation actions
Physical
Chronic
Sea-level rise,
drought, variable
rainfall patterns
Direct impact on Seplat has so far
been limited but over time loss of
farmland and productivity due to
drought and intrusion of seawater into
fresh water in Niger Delta and other
parts of Nigeria could lead to increased
conflicts over land and food security, in
turn, leading to increased militancy
against oil infrastructure.
• Periodic assessment of physical risks to our
assets, operations, and host communities and
positive engagement with local communities
has lessened the risk of Seplat being the
direct target of militancy.
• Adding the Amukpe-Escravos Pipeline
provides a second and more secure export
route for production from our Western Assets.
• Development of a physical climate risk
management plan.
Acute
Flooding, heavy
rainfall
Impassable roads, storm damage,
interruptions to operations and
maintenance, reduced production,
higher operating costs.
• Seplat’s operations are spread across the
Eastern and Western Niger Delta thus
reducing the concentration of exposure to
specific weather events.
• Our robust Environmental Management
System (EMS) and Emergency Response Plan
(ERP) allow us to deal effectively with any
short-term storm damage or interruptions.
Transition
Market
Increased
uncertainty &
volatility for oil and
gas prices
Significantly lower prices could
negatively impact revenues, profits, and
cash flow. Significantly higher prices
could negatively impact the Nigerian
economy and make our Gas-to-Power,
LNG, CNG & LPG business less
competitive because prices are
unaffordable for our customers.
• Scenario analysis page 70 shows that the
Company’s oil and gas portfolio is resilient to
the climate change and Business Plan price
scenarios considered.
• Our growing gas businesses will add further
resilience while our New Energy business will
provide diversification.
• We have long-term agreements in place to
sell our gas production into the domestic
market and are working with the Nigerian
government and other stakeholders to ensure
the business model for the Company’s gas
business is robust.
Reduced demand
for our oil and gas
Limiting global warming to 1.5°C or 2°C
requires global demand for both oil and
gas to decline sharply. This could affect
our ability to sell our products on the
world market and increase uncertainty
around the strategy for our domestic
gas business.
Increased costs of
raw materials
Climate change is likely to have a
growing impact on trade patterns; the
energy transition will have a significant
impact on demand for specific metals,
other commodities, and products.
These impacts may translate into
higher prices for steel, chemicals, and
other materials we use in our business.
• The risk is factored into the business planning
process for the New Energy Business. We
aim to convert all our operational vehicles as
soon as practicable to gas/CNG from our
field; steady transition to use of gas, wind, and
solar power across our locations.
• Deployment of biofuels from organic waste.
Repricing and
stranding of assets
If there is growth in stakeholder
expectations that oil and gas demand
will fall in line with global
decarbonisation goals, there could be a
negative impact on the valuation of our
assets and share price and raise fears
of our longer-term production
becoming stranded.
• Scenario analysis page 70 shows that our
portfolio is resilient to reduced demand for oil
• Our growing gas business is expected to play
a significant role in Nigeria’s energy transition
as a substitute for bio-mass and addressing
energy poverty.
Cost of capital
Our cost of capital may increase if
investors perceive the climate-related
financial, reputational, or other risks of
investing in our business are growing or
if we are assessed negatively relative to
our peers
• Our strategy, built on playing a leading role in
Nigeria’s energy transition, together with our
decarbonisation plan, are designed to bolster
the resilience of our business and our
reputation and ensure that investors maintain
a positive view of Seplat in absolute terms
and relative to our peers.
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ADDITIONAL INFORMATION
Principal risks and uncertainties continued
Seplat Energy Plc
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Annual Report and Accounts 2024
Risk
Type
Impact on Seplat’s business model and value
chain
Timeframe
Mitigation actions
Physical
Policy
Cost of carbon
Seplat is not currently affected by
regulatory emissions pricing, taxation or
emissions trading schemes, and we
expect that it is likely to be some time
before global carbon pricing becomes
a practical reality. We are however
aware of the Carbon tax policy drive by
the Nigeria’s National Council on
Climate Change (NCCC), which is in line
with the Energy Transition Plan of the
Federal Government.
We understand that this policy drive will
not take effect in the near future,
implying no impact to us currently.
However, we recognise that such costs
could be passed down through the
supply chain and result in increased
operational costs over time.
• We are mitigating our exposure to carbon
pricing by eliminating Scope 1 & 2 emissions
from our Upstream and Mid-stream
operations as far as possible via our end of
routine flaring programme, replacing diesel
with gas generators, upgrading compressors,
using solar power, enhanced methane leak
detection and repair.
• We are also developing the capability to
measure and manage the Company’s Scope
3 emissions.
Increased regulation
and reporting
requirements
Nigeria’s Climate Change Act and other
Nigerian and UK regulations introduce
new obligations which Seplat must
comply with. These include a
requirement to implement GHG
emission reduction measures in line
with Nigeria’s decarbonisation goals, a
need for enhanced measurement and
reporting of GHG emissions, and new
climate change reporting requirements
for UK listed companies aligned with
FCA Listing Rules and the IFRS S2
recommendations.
• Stay within the regulatory GHG emission limits
and eliminate routine flaring ahead of Nigeria’s
target date of 2030.
• Fully aligned with the UK climate reporting
requirements, while enhancing our ESG
performance and our wider non-financial
reporting by working with ESG rating
agencies and other third parties.
Technology
Substitution of oil
and gas with low-
carbon forms of
energy
Further rapid development of
renewable energy technologies,
including for batteries and other forms
of energy storage, together with falling
prices could drive renewables to
become an ever larger share of the
global energy mix and impact on
demand for our oil and gas.
• Seplat intends to play a leading role in
Nigeria’s energy transition with investments in
New energy and diversifying into renewables.
Cost of GHG
emissions reduction
and reporting
technology
Adopting technology to reduce
emissions, particularly routine flaring, will
have implications for capital and
operating expenditure.
• Our emission reduction plans are already
well-advanced with short and medium-term
costs factored into budgets.
Unsuccessful
investment in New
Energy business
Entering into new and untested
markets inevitably comes with
downside commercial risks.
• We are taking a proactive but prudent
approach to developing the company’s New
Energy business. This includes the use of
feasibility studies and pilot projects to
evaluate the technological and commercial
viability of initiatives prior to making final
investment decisions and scaling-up.
Reputation
Shifts in customer
preferences and
stigmatisation
Like other fossil fuel companies, Seplat
is at risk of being associated with the
negative impacts of climate change.
• Clearly communicating our role in Nigeria’s
energy transition to our stakeholders, setting
and then achieving ambitious targets to
decarbonise our business, and aligning with
best practice in climate-related disclosures.
Litigation
Growing numbers
of legal cases being
brought against
fossil fuel
companies
Increased scientific and judicial
understanding of the link between
GHG emissions and physical climate
impacts and a growing body of
regulation raises the risks of fossil fuel
companies being sued in the courts.
• Seplat’s historic emissions are relatively low
compared to other fossil fuel companies;
Seplat is determined to comply with existing
and emerging regulatory requirements,
decarbonisation targets, and climate
disclosure rules.
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Annual Report and Accounts 2024
Identification of sustainability and climate-related
risks and opportunities
We evaluate sustainability-related risks and opportunities in the context of our
internal operations, relationships within the value chain, relevant regulations,
disclosures from peers, and expert insights. This information is tied to material
disclosures through both qualitative and quantitative criteria. The results are then
analysed using a matrix, where logic and judgement are applied to identify the most
significant risks and opportunities.
Environment
Material matters
Climate Change
Ecological Impact
Water and
Wastewater
Management
Sustainability and Climate-related Risks and Opportunity Topics
Climate Change
Adaptation
Climate Change
Mitigation
Energy
Pollution of Air
Pollution of Soil
Water Management
Risks
High Financial Costs
Operational Disruptions
Supply Chain
Vulnerabilities
Technological
Challenges
Regulatory Compliance
Costs
Market Transition Risks
Reputational Risks
Legal Liabilities
Price Volatility
Regulatory Changes
Supply Chain Disruptions
Environmental Impact
and Compliance Risks
Regulatory Fines and
Penalties
Health Impacts on
Workers and
Communities
Reputational Damage
Legal Liabilities
Regulatory Fines and
Penalties
Decreased Land Value
Health Risks to
Communities
Legal Liabilities
Regulatory Compliance
Costs
Water Scarcity and
Availability
Pollution of Water
Sources
Legal Liabilities
Opportunities
Proactive Risk
Management
Innovation in Sustainable
Practices
Strengthened
Community Relations
Regulatory Compliance
and Incentives
Investment in Low-
Carbon Technologies
Diversification into
Renewable Energy
Enhanced Operational
Efficiency
Leadership in
Sustainability
Investment in Renewable
Energy Sources
Technological
Innovations
Development of New
Markets
Strategic Partnerships
and Collaborations
Investment in Clean
Technologies
Development of Air
Quality Monitoring
Systems
Adoption of Sustainable
Practices
Opportunities for
Innovation in Emissions
Reduction
Investment in Soil
Remediation
Technologies
Development of
Sustainable Agricultural
Practices
Opportunities for
Bioremediation Solutions
Collaboration with
Environmental
Organisations
Investment in Water
Recycling Technologies
Development of
Sustainable Water
Management Practices
Opportunities for
Innovation in Wastewater
Treatment
Collaboration with Local
Communities and
Stakeholders
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ADDITIONAL INFORMATION
Principal risks and uncertainties continued
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Annual Report and Accounts 2024
Social
Material matters
Employee Health
and Safety
Human Capital
Management
Diversity and
Inclusion
Human Rights and
Community Relations
Supply Chain
Management
Sustainability and Climate-related Risks and Opportunity Topics
Employee Health
and Safety and
Security
Critical Incident
Risk
Management
Working
Conditions
Workplace
Culture and
Policy
Communities'
Economic and
Social
Development
Rights of
Indigenous
People
Management of
Relationships
with Suppliers
Risks
Workplace
Accidents and
Injuries
Compliance with
Health and Safety
Regulations
Mental Health Issues
Legal Liabilities
Inadequate
Emergency
Response Plans
Lack of
Communication
During Incidents
Regulatory Non-
Compliance
Legal Liabilities
Poor Ergonomics
and Workplace
Design
Inadequate Lighting
and Ventilation
Exposure to
Hazardous Materials
High Stress Levels
Lack of Diversity and
Inclusion
Poor Employee
Engagement
Ineffective
Communication
Legal Liabilities from
Non-Compliance
Economic
Displacement of
Local Communities
Social Inequality and
Unrest
Environmental
Degradation
Negative Impact on
Community Health
Violation of Land
Rights
Cultural Erosion
Lack of Consultation
and Engagement
Legal Liabilities from
Non-Compliance
Disruption of Supply
Chain
Payment Delays and
Disputes
Quality Control
Issues
Reputational
Damage from Poor
Practices
Opportunities
Investment in Safety
Training
Programmes
Development of
Health and Wellness
Initiatives
Implementation of
Advanced Safety
Technologies
Opportunities for
Continuous
Improvement in
Safety Practices
Investment in Crisis
Management
Training
Development of
Advanced Incident
Reporting Systems
Enhanced
Collaboration with
Emergency Services
Implementation of
Proactive Risk
Assessment
Strategies
Investment in
Ergonomic Solutions
Development of
Health and Safety
Programmes
Opportunities for
Workplace Wellness
Initiatives
Implementation of
Flexible Work
Arrangements
Investment in
Diversity and
Inclusion
Programmes
Development of
Positive Workplace
Culture Initiatives
Opportunities for
Employee Feedback
Enhanced Training
on Company Policies
and Values
Investment in Local
Economic
Development
Projects
Development of
Community
Engagement
Programmes
Opportunities for
Sustainable
Development
Initiatives
Enhanced Corporate
Social Responsibility
Programmes
Investment in
Respectful Land Use
Agreements
Development of
Cultural Preservation
Initiatives
Opportunities for
Meaningful
Stakeholder
Engagement
Enhanced
Partnerships with
Indigenous
Communities
Investment in Strong
Supplier
Relationships
Development of Fair
Payment Practices
Opportunities for
Collaborative Quality
Improvement
Implementation of
Supplier
Performance Metrics
Governance
Material matters
Business Ethics and Transparency
Regulatory Compliance
Sustainability and Climate-related Risks and Opportunity Topics
Business Ethics and Transparency
Bribery and Corruption
Regulatory Compliance
Risks
Corruption and Fraud
Lack of Transparency in Operations
Reputational Damage
Legal Liabilities from Non-Compliance
Legal Liabilities and Penalties
Reputational Damage
Loss of Business Opportunities
Erosion of Trust with Stakeholders
Legal Penalties and Fines
Operational Disruptions due to Non-Compliance
Reputational Damage
Increased Scrutiny from Regulators
Opportunities
Investment in Ethics Training Programmes
Development of Clear Communication Channels
Opportunities for Stakeholder Engagement
Enhanced Reporting and Accountability
Mechanisms
Investment in Anti-Corruption Training
Development of Strong Compliance Programmes
Opportunities for Ethical Business Practices
Implementation of Whistleblower Mechanisms
Investment in Compliance Training Programmes
Development of Robust Compliance Management
Systems
Opportunities for Process Improvement
Enhanced Stakeholder Trust through Transparency
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Annual Report and Accounts 2024
Governance overview
Board highlights for 2024
The Board focused on the following major topics in 2024:
• Board Chairman transition & Board succession
• Board Committee restructuring
• Completion of the MPNU acquisition
• Early adoption of IFRS Sustainability Disclosure Standards
• Executive & management succession
• Increase in quarterly core dividend from US$ 3.0 cents to US$ 3.6
cents effective Q3 2024
• Risk management.
• Review of Board Charter
• New Energy business
• ANOH Gas Plant completion
• Seplat Energy’s sustainability roadmap
• Implementation of net zero roadmap
• Review and update of corporate governance policies
Board priorities for 2025
Priorities include:
• Integration of SEPNU (formerly MPNU): people, pay, culture, and
systems
• Sustainability
• Enhancing the Company’s New Energy business
• Progress adoption of IFRS Sustainability Disclosure Standards
• Management restructuring
• ANOH Gas Plant operations
• Diversity, equality, & inclusion targets
• Succession planning
Please refer to page 107 for more details
Board attendance
S/N
Name
Designation
No. of meetings in
the year
No. of times in
attendance
1
Udoma Udo Udoma (1)
Independent Chairman
7
7
2
Roger Brown
Chief Executive Officer
7
7
3
Samson Ezugworie
Chief Operating Officer
7
7
4
Eleanor Adaralegbe (3)
Chief Financial Officer
4
4
5
Bello Rabiu(1)
Senior Independent Non-Executive Director
7
7
6
Olivier De Langavant
Non-Executive Director
7
7
7
Ernest Ebi
Non-Executive Director
7
7
8
Kazeem Raimi
Non-Executive Director
7
7
9
Nathalie Delapalme
Non-Executive Director
7
7
10
Emma FitzGerald
Independent Non-Executive Director
7
7
11
Bashirat Odunewu
Independent Non-Executive Director
7
6
12
Koosum Kalyan
Independent Non-Executive Director
7
7
13
Christopher Okeke
Independent Non-Executive Director
7
7
14
Babs Omotowa (2)
Independent Non-Executive Director
5
5
15
Basil Omiyi (1)
Chairman
2
2
16
Charles Okeahalam(1)
Senior Independent Non-Executive Director
2
2
17
Emeka Onwuka (3)
Chief Financial Officer
3
3
Meeting dates: 24 January; 28 February; 25 & 26 April; 20 May; 29 July; 28 October; 2 & 9 December.
1.
Mr Udoma Udo Udoma and Mr. Bello Rabiu were appointed as Independent Board Chairman and Senior Independent Non-Executive Director respectively to replace Mr. Basil Omiyi and Dr.
Charles Okeahalam, who both retired from the Board on 31 March 2024.
2.
On 1 April 2024, Mr. Babs Omotowa joined the Board as an Independent Non-Executive Director.
3.
On 1 May 2024, Mrs. Eleanor Adaralegbe was appointed as an Executive Director to replace Mr. Emeka Onwuka who retired from the Board on 1 May, 2024. On 21 May 2024, Mrs. Adaralegbe
was appointed the Chief Financial Officer.
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Governance dashboard
Seplat Energy Plc
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Annual Report and Accounts 2024
Board experience
14
14
12
11
11
14
14
1 - Executive and strategic leadership
2 - Governance and Board
3 - Work health, Safety, Environment and Sustainability
4 - Financial and risk management
5 - Capital Management
6 - Oil & Gas
7 - Strategy
1.
Senior executive experience
including international
experience exposed to a
range of political, cultural,
regulatory and business
environments.
2. Experience as a Board
member or member of a
governance body.
3. Experience related to health,
safety, environment,
sustainability or social
responsibility.
4. Senior executive or
equivalent experience in
financial accounting and
reporting, corporate finance,
risk and internal controls.
5. Experience in capital
management strategies,
including capital
partnerships, debt financing
and capital raising.
6. Experience in oil and gas
industry with knowledge of
markets, competitors,
operational issues,
technology and regulatory
concerns.
7. Track record of developing
and implementing
successful business
strategies including assets
or business portfolio.
Board composition
1
3
4
6
Chairman
Executive directors
Non-Executive directors
Independent NEDs
Independent Director tenure
71%
29%
0-3 years
4-6 years
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Annual Report and Accounts 2024
Effective leadership
Our Board of Directors consists of highly experienced professionals and business
experts with deep understanding of the oil and gas industry at both local and
international levels.
Our Board of Directors
Our Board members have the appropriate
balance of skills and diversity of experience
which cuts across geology, engineering,
law, business management, accounting
and finance as applies to the energy
industry.
Board diversity
Mr. Udoma Udo Udoma
Independent Chairman
Mr. Roger Thompson Brown
Chief Executive Officer
Date of appointment:
Independent Non-Executive Director:
1 December 2023
Independent Chairman: 1 April 2024
Independent: Yes
Mr. Udoma, an accomplished lawyer and
seasoned board administrator, holds a B.A.
(Law) and B.C.L. from St. Catherine’s
College, Oxford, England, and was admitted
to the Nigerian Bar in 1978. He founded the
law firm Udo-Udoma & Belo Osagie in 1983
and retired from the Partnership in early
2020. Whilst in practice, Mr. Udoma
specialised in Nigerian investment laws,
particularly in the petroleum, energy, and
natural resources sectors. He advised on
company law, mergers, acquisitions, and
financing. Mr. Udoma chaired U.A.C. Nigeria
Plc and Union Bank Plc and served on
boards like Unilever Nigeria Plc and Linkage
Assurance Plc. He chaired the Corporate
Affairs Commission and the Nigerian
Securities & Exchange Commission. He
served as Special Adviser to the Minister of
Petroleum and served as Minister of Budget
and National Planning and was elected to
the Nigerian Senate twice. Currently, he is
Pro-Chancellor of Akwa Ibom State
University, Nigeria.
Committee membership
N/A
Date of appointment:
As Chief Financial Officer and
Executive Director: 20 May 2013
As CEO: 1 August 2020
Independent: N/A
Mr. Brown joined Seplat as CFO in 2013,
with a finance background and certification
as a Chartered Accountant with the
Institute of Chartered Accountants of
Scotland and a member of the Association
of National Accountants of Nigeria. With
over 25 years in finance, he specialized in
emerging markets, notably structuring
energy and infrastructure deals in Africa.
Previously, he served as Managing Director
of Oil and Gas EMEA at Standard Bank
Group. Following Mr Avuru’s retirement, Mr
Brown assumed the CEO role on 1 August,
2020. He has extensive experience in
financial markets, M&A, and capital raising,
particularly within Africa’s oil and gas sector,
advising on significant transactions in
Nigeria.
Committee membership
N/A
Senior Leadership Team
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Board of Directors
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Annual Report and Accounts 2024
36%
64%
Women
Men
31%
69%
Women
Men
Mr. Samson Ezugworie
Chief Operating Officer,
Executive Director
Mrs. Eleanor Adaralegbe
Chief Financial Officer,
Executive Director
Mr. Bello Rabiu
Senior Independent
Non-Executive Director
Date of appointment:
Chief Operating Officer & Executive
Director: 1 July 2022
Independent: N/A
Mr. Ezugworie comes with over 30 years
extensive industry experience, building a
strong reputation as a business, safety,
ethical leader, and integrator.
Prior to joining Seplat Energy, Mr. Ezugworie
was the General Manager Development
and Subsurface with Royal Dutch Shell
where he worked in Nigeria and overseas
for 25 years. He also served as a director in
Shell Exploration & Production Africa Limited
(SEPA), The Shell Petroleum Development
Company of Nigeria Limited (SPDC) and
Shell Nigeria Business Operations Limited
(SNBO) whilst on this Job.
Mr. Ezugworie is a Fellow and has been an
active member of Nigerian Association of
Petroleum Explorationists (NAPE) for 30
years and has served the association in
different capacities. Mr. Ezugworie holds a
bachelor’s degree in Geology from
University of Nigeria, Nsukka.
Committee membership
Risk Management and HSSE Committee
Date of appointment:
Executive Director: 1 May 2024
Independent: N/A
Mrs Adaralegbe brings three decades of
diverse experience in both the oil and gas
and professional services industries and
has held impactful roles in Ernst & Young,
ConocoPhillips, Ocean Energy (a subsidiary
of Devon Energy), and Addax Petroleum.
Mrs Adaralegbe has held various leadership
positions in Seplat Energy including CFO
Designate and VP of Finance and currently
serves as chairperson on contracts tender
board and a Director on the Board of
Elcrest. She has consistently demonstrated
exceptional skills in managing key
stakeholders within Nigeria's energy sector
and fostering strong relationships with the
global investor community.
She is a Chartered Accountant, and a
Fellow of the Institute of Chartered
Accountants of Nigeria. She holds a
Mathematics Degree from the University of
Nigeria, Nsukka, and an MSc in Global
Finance from City University of London
(Now Bayes Business School, London). She
is also an alumnus of Harvard Business
School.
Committee membership
N/A
Date of appointment:
Independent Non-Executive Director: 9
July 2021
Independent: Yes
Mr. Bello Rabiu holds a Bachelor’s and
Master’s Degrees in Mathematical Statistics
from Ahmadu Bello University Zaria, Nigeria
and another Master’s Degree in Petroleum
Engineering from The Imperial College,
London, United Kingdom.
Before his role as the Founder and Chief
Executive Officer of Dankiri Farms and
Commodities Limited, Mr. Rabiu retired from
the services of NNPC in July 2019 after 28
years of service. He retired from NNPC as
the Chief Operating Officer/Group
Executive Director, Upstream Business Unit.
Prior to his appointment as COO/GED
Upstream, NNPC. Mr. Rabiu held dual
positions as Group General Manager,
Corporate Planning & Strategy Division and
Senior Technical Assistant to Group
Managing Director, NNPC. He was also the
General Manager, Competitive Analysis
Department of the same Division from
September 2010 until August 2015. He was
at various times between 1991 and 2005 a
planning officer and Pioneer Head, Material
Management, Frontier Exploration Services
at the National Petroleum Investment
Management Services (NAPIMS) Division of
NNPC.
Committee membership
Nomination and Governance Committee
Board Finance and Audit Committee
Remuneration Committee
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
103
Annual Report and Accounts 2024
Madame Nathalie Delapalme
Non-Executive Director
Mr. Olivier Cleret De Langavant
Non-Executive Director
Dr. Emma FitzGerald
Independent
Non-Executive Director
Date of appointment:
Non-Executive Director: 18 July 2019
Independent: No
Madame Delapalme brings over 35 years of
experience in public and global affairs with
a strong focus on development and
governance challenges, specifically in Africa.
Between 1988-1995, then 1997-2002, she
served as advisor to the Finance and
Budgetary Commission of the French
Senate, where she audited public policies.
She was Advisor for Africa and
Development to various Foreign French
Ministers 1995-1997, and again 2002-2007,
and then served as Inspector General of
Finances at the French Ministry of Economy
and Finance 2007-2010. She joined the Mo
Ibrahim Foundation, which focuses on
governance in Africa, in 2010, and is
currently its CEO.
Over the last 15 years, she has served, or is
still serving, as non-executive on the boards
of various companies, non-profit
organisations, and think-tanks, operating in,
or focusing on Africa.
She graduated from Sciences-Po Paris/
Section Public Service- Eco III, and holds a
DEA in Applied Economics (Development).
Committee membership
Sustainability Committee
Energy Transition Committee
Date of appointment:
Non-Executive Director: 28 January
2020
Independent: No (Maurel & Prom
Nominee)
Mr. De Langavant has been CEO of Maurel
& Prom since 2019. Prior to this, he served in
various capacities within the Total Group
which he joined in 1981. He started as a
Reservoir Engineer before being appointed
Senior Vice President, Operations in the
Netherlands. Mr. De Langavant was the
then Deputy Managing Director of Total
E&P Angola from 1998 to 2002. Following
this post, he was appointed Managing
Director of Total E&P Myanmar. In 2005, Mr.
de Langavant returned to Angola as
Managing Director of Total E&P Angola, a
position he held until 2009. Upon leaving
Angola in 2009, Mr. de Langavant was
appointed Senior Vice President, Finance,
Economics & Information Systems of
Total's Exploration Production (E&P) branch.
In 2011, Mr. Cleret de Langavant took up the
position as Senior Vice President E&P
Strategy, Business Development and R&D
which he held until 2015. Starting 2015, Mr.
de Langavant was appointed Senior Vice
President Asia Pacific. Mr. de Langavant
became a member of the Total Group
Management Committee (thereafter
Performance Group Committee) in 2012. Mr.
de Langavant holds an engineering degree
from the National School of Mines of Paris.
Committee membership
Risk Management and HSSE Committee
Sustainability Committee
Date of appointment:
Independent Non-Executive Director: 1
August 2021
Independent: Yes
Dr. FitzGerald is a seasoned executive in
energy & water, with hands-on experience
in transformation through her many years
of working at Shell ranging from building its
lubricants business in China to running its
Global Retail network.
From 2013 to 2018 she ran gas distribution
and water & waste networks for National
Grid and Severn Trent. Most recently Dr.
FitzGerald served as CEO of Puma Energy
International, a global energy company and
in 2020 she set up Puma’s Future Energies
division to play a critical role in helping
customers and communities find the right
energy solutions to support the energy
transition.
She currently sits on the board of Newmont
Corporation, the world’s largest gold miner
and the recognised industry leader in
execution of principled environmental,
social and governance practices. She is an
accredited coach for senior executives and
mentors a number of clean tech startups.
She is also Co-Chair of the World
Economic Forum Global Futures Council for
Energy Transition.
Committee membership
Remuneration Committee
Board Finance and Audit Committee
Energy Transition Committee
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Board of Directors continued
Seplat Energy Plc
104
Annual Report and Accounts 2024
Mr. Ernest Ebi
Non-Executive Director
Mrs. Bashirat Odunewu
Independent
Non-Executive Director
Mr. Kazeem Raimi
Non-Executive Director
Date of appointment:
Non-Executive Director: 18 May 2022
Independent: No (Shebah Petroleum
Nominee)
Mr. Ebi is a nominee of Shebah Petroleum
Development Company Limited (BVI) and a
seasoned professional whose vast
experience in the banking and finance
industry spans over four decades. He
served as Deputy Governor of the Central
Bank of Nigeria (CBN) and Deputy
Managing Director of Diamond Bank Ltd. In
1995, he was appointed by CBN and the
Nigeria Deposit Insurance Corporation as
the Managing Director & CEO of New
Nigerian Bank Plc.
Mr. Ebi has also held senior positions at the
International Merchant Bank and served as
the Board’s Chairman of Fidelity Bank Plc,
AIICO Pension Managers and currently
serves as an Independent Director on the
Boards of Dangote Cement Plc., Julius
Berger Nigeria Plc., Coronation Capital Ltd,
and Coronation Asset Management Ltd etc.
Mr. Ebi is also a Fellow, Chartered Institute
of Bankers, FCIB and Fellow, Institute of
Directors Nigeria (F.IOD). He was awarded
the National Honour of Member of the
Order of the Federal Republic (MFR) by the
Federal Government of Nigeria in 2007 in
recognition of his meritorious service.
Committee membership
Sustainability Committee
Energy Transition Committee
Risk Management & HSSE Committee
Date of appointment:
Independent Non-Executive Director:
18 May 2022
Independent: Yes
Mrs. Odunewu is a Banking and Financial
expert with about 30 years’ experience in the
Finance and Banking Industry. Up till June
2021, she served as C-Suite executive,
corporate banking (Energy, Natural
Resources & Infrastructure), at First Bank
Nigeria Ltd, prior to which she was the line
executive for their international banking group
where she supervised CEOs of the
subsidiaries of First Bank in 6 African
countries as well as the Bank’s
Representative office in China and served as
a board member for several of them. She is
an alumnus of Imperial College (University of
London) and University of Manchester.
Bashirat is a Chartered accountant (FCA) and
a certified member of the Chartered Institute
of Arbitrators-UK (MCIArb). She is also a
member of various reputable professional
associations including the Chartered Institute
of Bankers Nigeria (CIBN) and Institute of
Directors (IoD).
Mrs. Odunewu currently serves as an INED
on the board of Leadway Holdings,
Barloworld Ltd (JSE Listed), Mobile Money Ltd
– Ghana and is the chair of FBN Bank
Senegal.
Committee membership
Board Finance and Audit Committee
Nomination and Governance Committee
Statutory Audit Committee
Date of appointment:
Non-Executive Director: 18 May 2022
Independent: No (Platform Petroleum
Nominee)
Mr. Raimi is a nominee of Platform
Petroleum Limited and is presently the
Executive Director, Commercial for Platform
Petroleum Limited. He was previously with
Seplat Energy as General Manager,
Commercial and Manager, Corporate
Planning and Economics at Seplat Energy.
Mr. Raimi has extensive experience in
project economics, commercial negotiation
and operations and risk analysis having
been Lead Petroleum Economics and
Commercial Advisor at Addax Petroleum
where he also served in different capacities.
Prior to this, Mr. Raimi served as Treasury
Manager at Cadbury Nigeria Plc and Audit
Finance Analyst at Citibank Nigeria Limited.
In addition to his role at Platform Petroleum
Limited, Mr. Raimi also serves as a Non-
Executive Director at PNG Gas Limited,
Egbaoma Gas Processing Company
Limited and Ase River Transport Company
Limited.
Mr. Raimi holds a First-Class Honors in
Economics from the University of Ibadan,
an MSc in Oil and Gas Economics from the
University of Dundee and has undertaken
several courses including the Certificate of
Management Excellence at Harvard
Business School.
Committee membership
Sustainability Committee
Risk Management and HSSE Committee
Statutory Audit Committee
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
105
Annual Report and Accounts 2024
Ms. Koosum Kalyan
Independent
Non-Executive Director
Mr. Christopher J.N Okeke
Independent
Non-Executive Director
Mr. Babs Omotowa
Independent
Non-Executive Director
Date of appointment:
Independent Non-Executive Director:
28 February 2023
Independent: Yes
Ms. Koosum Kalyan is a South African
businesswoman and economist whose
career began in the Electricity Commission
in Melbourne Australia as an economist.
She subsequently joined Shell South Africa
as an economist and became a member of
the Shell Global Scenario Planning Team
after which she embarked on her expatriate
posting to Shell International London for 9
years. The scope of her work included
projects in Nigeria, Gabon, Mozambique,
Tanzania; etc. Ms. Kalyan assisted
governments in transforming its energy
policies and in joining the Extractive
Industries Transparency Initiative during her
tenure at Shell and also assisted in digitising
government institutions.
She has served on the Boards of several
prestigious companies where she expertly
contributed her wealth of knowledge to the
progress of these companies.
Ms. Kalyan has a degree in B. Com Law and
a degree in Economics from the University
of Durban Westville. She has also
completed the Senior Executive
Management Program at London Business
School and a Leadership Management
Program at Shell Leadership Institute.
Committee membership
Nomination and Governance Committee
Sustainability Committee
Remuneration Committee
Date of appointment:
Independent Non-Executive Director: 1
December 2023
Independent: Yes
Mr. Okeke has vast years of board
experience, serving as nominee director for
several international companies, including
Philip Morris (including as chairman). He has
served on several boards including -
Cadbury Nigeria plc, SO & U Saatchi &
Saatchi, Indorama Petrochemicals Nigeria
Limited, Asset and Resource Management
Limited, ARM Pension Managers (PFA)
Limited as Chairman. Mr. Okeke was
Ambassador of Nigeria to Brazil, Bolivia, and
Paraguay.
He has served as the Honorary Legal
Adviser to successive British High
Commissioners since 1989. He has also
served as Legal Advisor to the Embassies
of the Federal Republic of Germany, the
Royal Kingdom of the Netherlands, Austria,
Australia, and Canada in Nigeria, advising on
consular and commercial matters. He acted
as counsel to various international and
multilateral Development Agencies
including the UK Department for
International Development (DFID), the British
Council and the International Finance
Corporation (IFC).
Mr. Okeke graduated from Georgetown
Law School with an LLM in 1979 and was
admitted to the Nigerian Bar in 1980. He co-
founded a major Nigerian commercial Law
firm, Ajumogobia & Okeke, in 1984, where
he served as the managing partner until his
retirement in 2009.
Committee membership
Energy Transition Committee
Nomination and Governance Committee
Remuneration Committee
Date of appointment:
Independent Non-Executive Director: 1
April 2024
Independent: Yes
Mr. Omotowa was the Managing Director/
CEO of Nigeria LNG Limited. Prior to joining
Nigeria LNG, he served in different
capacities including as a Vice-President
Shell Sub-Saharan Africa, Director at Shell
Petroleum Development Company, a Non-
Executive Director of West Africa Gas
Pipeline Company, amongst others.
After his role as MD, NLNG, he served as a
Vice President of Shell Global Upstream
E&P and later as Special Adviser to the
Shell Global Upstream Director. He is the
Chairman of the Advisory Board of
Montserrado Oil and Gas B.V, an
Independent Director on the Boards of
Pearlhill Technology USA, Stanbic IBTC
Holding Plc, and CAP Plc, and Founding
President of the Nigerian University of
Technology and Management.
Mr. Omotowa holds a B.Sc. in Industrial
Chemistry, Master’s Degrees in Business
Administration specialising in Operations
Research and Supply Chain Management,
and an Honorary Doctor of Science.
His professional leadership includes being
the Global President for the Chartered
Institute of Procurement and Supply, based
in London, UK, and with over 100,000
members globally.
Committee membership
Risk Management and HSSE Committee
Energy Transition Committee
Board Finance and Audit Committee
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Board of Directors continued
Seplat Energy Plc
106
Annual Report and Accounts 2024
Corporate governance report
The Board of Directors of Seplat Energy Plc. (the ‘Board’) remains
committed to the highest standards of corporate governance
recognising the importance of corporate governance to the success
of the Company and continues to ensure that the principles of good
governance are applied in all the Company’s dealings. The Board
implemented a tone-from-the-top approach that emphasises the
need to act in accordance with the highest standards of corporate
governance.
Seplat Energy as a company with dual listing under both the Nigerian
Exchange Limited (NGX) and the London Stock Exchange (LSE), for
the past ten (10) years and counting, is subject to several listing and
governance provisions. Some of the key provisions that applied to
Seplat Energy for the year ended 31 December 2024, are the
Companies and Allied Matters Act 2020 (CAMA), the Nigerian
Securities Exchange Commission’s Rules and Regulations on Code of
Corporate Governance Guidelines for Public Companies (2011) as
amended (‘SEC Guidelines’), the Nigerian Code of Corporate
Governance 2018 (Nigerian Code or NCCG), UK Listing Rules (LRs), the
UK Market Abuse Regulation (UK MAR), the 2024 UK Corporate
Governance Code.
In line with the requirements of these Laws, rules and regulations, the
Board of Seplat Energy, as the highest governing body in Seplat
Energy, is aware of its overall responsibility in providing oversight of
the performance and affairs of the Company on behalf of the
shareholders and all stakeholders and is pleased to present the
Corporate governance report for the year ended 31 December 2024
to shareholders and the investing public.
The Company at the end of the year under review had a fourteen (14)
member Board. The Directors have diverse backgrounds,
experiences, and expertise, which they brought to bear in the
discharge of their duties in the financial year under review. The Board
equally has the appropriate mix of Executive, Non-Executive, and
Independent Non-Executive Directors. The majority of the Seplat
Energy Board are Non-Executive Directors, most of whom are
Independent Non-Executive Directors. The Board regards corporate
governance as a critical factor in the achievement of the Company’s
objectives and has therefore put in place and adopted appropriate
charters, policies, and processes for the day-to-day running of the
Company.
Board Processes
Scope and Authority
The Board is responsible for ensuring compliance with all applicable
laws, rules, and regulations. In discharging this responsibility, the Board
is supported by the Company Secretariat, Compliance and Legal Unit
headed by the Director Legal/Company Secretary. Additionally, the
Board is supported by key members of the Senior Leadership Team
and management as are required from time to time. To aid the
Directors’ effective participation and making of informed decisions at
Board and Committee meetings, all Board and Board Committee
papers are circulated to each Director in advance of their meetings
using the Board pad software that is designed for that purpose.
Formal minutes of Board and all Committee meetings are taken by
the Company Secretariat team and are reviewed, discussed by the
Board prior to approval, and adopted at the subsequent Board and
Committee meetings. The Company Secretary also advises and
provides guidance to the Board in the discharge of its obligations as
stipulated in the applicable Nigerian and UK laws, codes, rules, and
regulations. Members of the Board are aware of their right to obtain
independent professional advice at the Company’s expense and did
obtain independent professional advice in the financial year under
review.
The roles and responsibilities of the Chairman and the CEO are clearly
separated and are outlined in the Board Charter and in the
appointment letters of the Chairman and the CEO. This role
separation is monitored by the Senior Independent Non-Executive
Director (SINED or SID) and is periodically assessed during Board
evaluations.
The Board has adopted a comprehensive Board Charter that sets out
the matters that are exclusively reserved for its approval. The matters
that require exclusive approval of the Board are also captured in the
Authority Matrix of the Company to ensure strict compliance by the
Senior Leadership Team and management.
Some of the key matters the Board deliberated upon for the financial
year under review include, but are not limited to the following:
• Review of the Board Charter and Committees’ Terms of
Reference;
• Consideration and review of the 2023 Board and Corporate
Governance Evaluation Report;
• MPNU Acquisition - Completion of the MPNU Acquisition, approval
and publication of prospectus, delisting and relisting of Seplat
Energy Securities on the London Stock Exchange and the UK
Financial Conduct Authority, change in control and operational
readiness;
• Consideration and approval of Early Adoption of IFRS
Sustainability Disclosure Standards;
• Implication of 2024 UK Corporate Governance Code and New
FCA Listing Rules on the Company;
• Consideration and review of reports from all the Board
Committees and Statutory Audit Committee on a quarterly basis;
• Consideration and Approval of Reports from the various business
Units - New Energy, Elcrest, AGPC, Eastern Assets and Western
Assets;
• Review and approval of the 2023 Full Year Financial Results and
the Quarterly Financial Results for 2024;
• Consideration and approval of final and quarterly Interim dividend
payments to the Shareholders; quarterly core dividend increased
from 3.0 cents to 3.6 cents from Q3 2024;
• Received and considered presentations on Risk Management as
well as Seplat Energy’s ESG and Sustainability Road Map;
• Received and accepted the retirement of Mr. Basil Omiyi, CON
(Chairman), Dr. Charles Okeahalam (SID) and Mr. Emeka Onwuka
(CFO/ED);
• Reconstitution of Board committees;
• Consideration and approval of the documents for the 2024
Annual General Meeting of the Company and successfully held
the AGM on 16 May 2024;
• Consideration and approval of the 2025 budget and work
programme by the Board;
• Conducted raining session on Corporate Governance for the
Board;
• Consideration and approval of updates to Corporate Governance
Policies;
To facilitate an efficient and effective discharge of its responsibilities,
the Board has delegated specific aspects of its responsibilities to
these six (6) Committees:
1.
The Board Finance and Audit Committee
2. The Remuneration Committee.
3. The Nomination and Governance Committee.
4. The Risk Management and HSSE Committee.
5. The Sustainability Committee
6. The Energy Transition Committee.
The Board Finance and Audit Committee, which comprises only
Independent Non-Executive Directors, was constituted in 2013 in
compliance with the UK Code’s requirement for an audit committee.
The Statutory Audit Committee which was established at the 30 June
2014 Annual General Meeting (‘AGM’) consists of three (3) shareholder
representatives, who are elected at every AGM to sit on the Statutory
Audit Committee in line with Sections 404(2) & (3) of CAMA 2020 and
two (2) Non-Executive Directors.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
107
Annual Report and Accounts 2024
All seven (7) Committees (including the Statutory Audit Committee)
have their respective Terms of Reference that guide their members in
the discharge of their assigned duties. All the Committees present a
report to the Board, highlighting matters deliberated upon as well as
each Committee’s proposals/recommendations on matters within the
remit of their respective Terms of Reference. The details of these
seven (7) Committees are contained in the individual Committee
reports in this governance section.
Board Review and Evaluation
In line with the NCCG and the UK Code, which prescribes the
establishment of a formal and rigorous annual evaluation of the
performance of the board, its committees, the chairman, individual
directors and that the process should be externally facilitated by an
independent external consultant at least once in three (3) years, the
Board in the year under review, engaged the services of an
independent external consultant, Ernst & Young Nigeria, to carry out
an evaluation of the Board for the financial year 2023. The
independent consultant also carried out an assessment of the
corporate governance practices within the Company.
In carrying out the evaluation, the following seven (7) key corporate
governance areas were considered:
1.
Board Structure and Composition;
2. Strategy;
3. Board Operations;
4. Quality of the Board;
5. Board Risk Management Activities;
6. Relationship with Stakeholders; and
7. Transparency and Disclosure.
In carrying out the evaluation, Ernst & Young Nigeria benchmarked the
Board’s practices against the Financial Reporting Council (FRC) Nigeria
Corporate Governance Code , Financial Reporting Council UK
Corporate Governance Code (FRC UK) , Securities and Exchange
Commission Corporate Governance Guidelines (SEC CGG) as well as
EY’s Corporate Governance Framework. The project included a
desktop review of relevant documents, director interviews and
director survey and peer and self assessment.
The Report and Findings were presented to the Board for deliberation
and areas of improvement noted by the Board.
Board Meetings
One of the principal ways in which the Board performs its oversight
function and monitoring of the Company’s performance is through
Board meetings. In accordance with regulatory requirements, the
Board meets at least once every quarter. However, additional
meetings are scheduled as matters which require the attention of the
Board prior to the convening of next quarterly Board meeting arise.
The Board held seven (7) meetings during the 2024 financial year.
The dates of the meetings and attendance of each Director at the
meetings are as stated below. During the year under review, the
Independent Non-Executive Directors held exclusive meetings,
without the Executive Directors. In addition, the Chairman, and the
Senior Independent Non-Executive Director each held meetings with
the Non-Executive Directors, with the absence of the Executive
Directors. In compliance with the Nigerian Code and the UK Code, it is
the policy and practice of Seplat that no Director is involved in any
deliberation pertaining to his/her remuneration.
Dates of 2024 Board meetings are as follows:
1.
24 January 2024;
2. 28 February 2024;
3. 25 & 26 April 2024;
4. 20 May 2024;
5. 29 July 2024;
6. 28 October 2024;
7. 02 & 09 December 2024.
Attendance of the Board meetings are shown on page 100
Board Policies and Insurance Cover
In addition to the Board Charter earlier mentioned, the Company has a
Code of Conduct that applies to all employees, including the CEO and
the Board of Directors.
The Company also has other policies on corporate governance and
sustainability. As of the date of this Annual Report and Accounts, the
Board has in place the following policies and practices on corporate
governance:
1.
Board Charter
2. Code of Business Conduct
3. Code of Business Conduct Policy
4. Board Succession Policy
5. Board Representation Policy for Incorporated Joint Ventures (IJVs)
& Other Arrangements
6. Anti-Bribery and Corruption Policy
7. Anti-Fraud Policy
8. Gifts and Hospitality Policy
9. Anti-Discrimination, Bullying and Harassment Policy
10. Community Relations Policy
11. Investors’ Complaint Management Policy
12. Conflict of Interest Policy for Directors and Employees
13. Corporate Communications Policy
14. Electronic Information & Communications Systems Policy
15. Inside Information Policy
16. Political and Charitable Contributions Policy
17. Related Party Transactions Policy and Guidelines
18. Risk Management Policy
19. Share Dealing Policy
20. Whistleblowing Policy
21. Market Sounding Policy
22. Diversity & Inclusion Policy
23. Climate Change Policy
24. Child and Forced Labour Policy
25. Sustainability and ESG Policy
In the year under review, the Board carried out an update and
refreshing of the Company’s Corporate Governance and Sustainability
policies. Further details on these policies can be found on the
Company’s website- www.seplatenergy.com.
The Board has also adopted the UK Market Abuse Regulation (‘UK
MAR’) which governs the disclosure and control of inside information
and the reporting of transactions by persons discharging managerial
responsibilities (‘PDMRs’).
The Board is responsible for taking appropriate steps to ensure
observance of the provisions of the UK MAR by the Directors. The
Company is therefore committed to observing the UK MAR provisions
as part of its commitment to good corporate governance practices.
The Company has arranged appropriate insurance cover for legal
action against its Directors. This insurance covers losses and actions
arising from matters involving a Director’s failure to act in good faith
and in the Company’s best interest, failure to exercise powers for a
proper purpose, failure to use skill reasonably, failure to comply with
the law, etc. The Company regularly reviews this insurance coverage
to ensure adequate protection of its Directors.
Appointment, Development, and Evaluation of
Directors
The Board has adopted a Board Succession Policy to guide the
appointment of its Directors in accordance with corporate laws,
corporate governance codes, regulations, and international best
practice. The Board Succession Policy requires the Nomination and
Governance Committee (‘NomGovCo’) to submit to the Board on a
yearly basis a succession plan identifying key and critical positions,
definitive designation of successors for such positions, articulation of
specific development plans for identified successors which is tied to
the Company’s overall performance management and career
communication. NomGovCo has overall responsibility for the Board
appointment, induction, training, and evaluation processes, as well as
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Corporate governance report continued
Seplat Energy Plc
108
Annual Report and Accounts 2024
changes to the Company Secretary and other senior management
staff, all of which are subject to approval by the Board.
On 28 February, 2024, the Board unanimously elected Mr. Udoma Udo
Udoma as the Chairman of Seplat Energy, effective 1 April, 2024.
Further to the Board Succession Plan, Mr. Basil Omiyi, CON and Dr.
Charles Okeahalam both retired from the Board on 31 March, 2024,
and Mr. Udoma Udo Udoma succeeded Mr. Basil Omiyi, CON as
Chairman of Seplat Energy while Mr. Bello Rabiu succeeded Dr
Charles Okeahalam as Senior Independent Non-Executive Director.
Mrs. Eleanor Adaralegbe succeeded Mr. Emeka Onwuka who retired
from the Board as Executive Director / Chief Financial Officer (CFO)
effective 1 May, 2024, and 21 May, 2024, respectively. On 1 April 2024,
Mr. Babs Omotowa resumed as an Independent Non-Executive
Director on the Board.
The fundamental principles of the appointment process include
evaluation of the balance of skills, knowledge and experience on the
Board, leadership needs of the Company and ability of the candidate
to fulfil his/her duties and obligations as a Director. All appointments to
the Board undergo a formal, rigorous and transparent process.
New Directors are required to attend an induction programme on the
Company’s business, their legal duties, and responsibilities as well as
other information that would assist them in effectively discharging
their duties. The Company also believes in and provides continuous
training and development opportunities for its Directors to equip them
with required skills to effectively discharge their duties and enable
them to refresh their skills and knowledge. In furtherance of this, the
Company organised induction programs for all newly appointed
Directors and held a corporate governance training for all Directors in
the year under review.
The Board also appointed the following Directors as representatives
on the Statutory Audit Committee: (a) Mrs. Bashirat Odunewu (Board
Rep); and (b) Mr. Kazeem Raimi (Board Rep). The two Board
Representatives served alongside the three (3) shareholders’
representatives who were elected at the 2024 AGM, namely: Mr.
Abayomi Adeyemi, Mrs. Hauwa Umar and Mr. Nornah Awoh.
Rotation of Directors
In accordance with the provisions of Section 285 of CAMA, one third
of the Directors of the Company are required to retire from office. The
Directors to retire every year shall be those who have been longest in
office since their last election.
However, in accordance with Article 131 of the Company’s Articles of
Association, apart from the Executive Directors and Founding
Shareholder Directors, all other Directors are eligible for retirement and
re-election by rotation. In the year under review, Dr. Emma FitzGerald
and Mrs. Bashirat Odunewu were put up for re-election at the 2024
AGM and were duly re-elected by shareholders. At the 2025 AGM,
the two (2) Directors, who have stayed longest in office since their last
election/re-election and who would be presented for re-election are:
(1) Madame Nathalie Delapalme; and (2) Ms. Koosum Kalyan.
Accountability
Details of the Directors’ responsibility for preparing the Company’s
financial statements and accounts, and a statement that they
consider the financial statements and accounts, taken as a whole, to
be fair, balanced, and understandable and to contain the information
necessary for shareholders to assess the Company’s position and
performance, business model and strategy, are given on page 153 of
this report. Seplat’s business model and strategy for delivering the
objectives of the Company and the assumptions underlying the
Directors’ assessment of the business as a going concern are given
on pages 14 and 99 of this report, respectively.
The Board, during the financial year under review, carried out an
assessment of the Company’s risk management and internal controls
systems, including financial, operational and compliance controls, and
reviewed their effectiveness, details of which are given on pages 76 to
99 of this report.
In compliance with CAMA and the Nigerian Code, the Company has
established a Statutory Audit Committee (mentioned earlier), and in
compliance with the UK Code’s requirement for an Audit Committee,
the Board has established a Board Finance and Audit Committee
comprising of Independent Non-Executive Directors. Details of the
Board Finance and Audit Committee and Statutory Audit Committee’s
membership and activities are given in their respective reports, on
pages 116 and 147. The Board has also established the Risk
Management and HSSE Committee, which is responsible for
reviewing on behalf of the Board, operational risk, health and safety,
and environment matters. Details of the Committee’s membership
and activities are given in its report on page 122.
Remuneration
In compliance with the Nigerian Code and UK Code, the Board has
established a Remuneration Committee solely comprising
Independent Non-Executive Directors and was chaired by Dr. Emma
FitzGerald for the financial year under review. Details of the
Committee’s membership and activities are given in its report on page
126. Details of how Seplat Energy’s remuneration policy links
remuneration to the achievement of the Company’s strategy and the
level of remuneration paid to each of the Directors during the financial
year are outlined on pages 128 to 146.
In compliance with both the Nigerian Code and the UK Code, no
Executive Director is a member of the Remuneration Committee, and
no Director is involved in any deliberation of his/her remuneration. The
Company’s remuneration policy and practices are outlined on page
135 to 138 of this report.
Engaging with Our Stakeholders
The Board recognises the need to nurture successful relationships
with our stakeholders to secure the Company’s long-term goals.
Through regular engagement, the Board is able to understand the
views of all stakeholders and considers them in their decision-making
process.
Protection of Shareholder Rights
The Board ensures that the statutory and general rights of
shareholders are always protected. It further ensures that all
shareholders are treated equally. All shareholders are given equal
access to information and no shareholder is given preferential
treatment.
Disclosure of Information
As a company listed on both the Premium Board of the NGX and on
the Main Market of the LSE, Seplat Energy strives to comply with the
highest standards of disclosure. As a matter of practice, the Company
simultaneously releases announcements through the relevant
regulatory channels in both Nigeria and London. It also ensures that all
announcements are available on the Company’s website together
with copies of its latest results, financial reports, and other relevant
information. The Company has put in place relevant controls and
processes for the management of inside information and approval of
Company announcements, thereby ensuring that such documents
comply with relevant legal and regulatory requirements.
Corporate Governance Framework and Other
Governance Initiatives
Seplat Energy, in the year under review, celebrated 10 years of dual
listing at the NGX and LSE. This underscores Seplat Energy’s
commitment to sustainable corporate governance practices. The
Board places a high premium on corporate governance as a veritable
tool for compliance risk management, ensuring the Company’s
sustainability, achievement of the Company’s strategic objectives and
enhancement of shareholders’ value. Consequently, the Board in
fulfilment of its primary responsibility has put in place a corporate
governance framework with “a tone from the top” approach to
governance compliance. The Board regularly subjects itself to
evaluations to determine its level of corporate governance
compliance and takes remedial action to resolve any areas of
potential or perceived non-compliance.
To foster effective day-to-day implementation of our well-established
corporate governance framework, the Company has put in place the
following dedicated business units/directorates comprising of –
Company Secretariat, Governance, Compliance, Legal, Internal Audit,
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Enterprise Risk Management, Business Integrity, and Health, Safety &
Environment. The Company collaborates with its regulators (NGX,
SEC, FRCN, CAC, LSE and FCA) as at when necessary to ensure the
Company maintains its robust corporate governance framework and
an effective compliance programme. The Company frequently
attends engagement sessions with its regulators.
In the year under review, Seplat Energy was recognised for its
tremendous contributions to the Nigerian and global economy.
Highlights of these contributions are listed below:
Seplat Energy Plc joins the Extractive Industries
Transparency Initiative (EITI) as a Supporting Company
Seplat Energy Plc became a registered EITI Supporting Company,
reinforcing its commitment to transparency, accountability, and global
best practices. This milestone was recognised on the EITI website
and across its social media platforms.
As an EITI Supporting Company, Seplat Energy promotes
transparency in the extractive sector while contributing to the
development of international governance standards. This affiliation
enhances corporate credibility, strengthens financial standing, and
fosters greater engagement with governments, industry peers, and
civil society.
Supporting the EITI enables Seplat Energy to demonstrate industry
leadership, improve access to finance through transparent reporting,
and stay ahead of evolving investor and regulatory expectations. It
also facilitates trust-building and reinforces the Company’s
commitment to responsible business practices.
On a local level, Seplat Energy benefits from the EITI framework by
strengthening its social licence to operate, reducing investment risks,
and supporting capacity-building efforts. The initiative promotes a
level playing field for all industry players and enhances collaboration
with key stakeholders.
By aligning with EITI standards, Seplat Energy continues to drive
sustainable development in the energy sector while upholding the
principles of transparency, integrity, and long-term value creation.
Seplat Energy clinches Best in Sustainability Reporting
Award
Seplat Energy Plc emerged winner of the Best in Sustainability
Reporting at the maiden Corporate Reporting Award, organised by
the Institute of Chartered Accountants of Nigeria (ICAN) and NGX
Regulation Ltd (NGX RegCo). The event was a platform to recognise
the top 30 most capitalised companies listed on the Nigerian
Exchange Ltd (NGX) for the 2022 financial reporting year.
Seplat Energy wins Outstanding Energy Company of the
Year Award
Seplat Energy was named as the Outstanding Energy Company for
2023 by one of Nigeria’s authoritative newspaper brands, New
Telegraph Publishing Company Limited, publishers of the New
Telegraph Newspapers.
The highly competitive and prestigious annual award aims to reward
excellence and outstanding individuals and businesses in Nigeria that
have distinguished themselves by their remarkable contributions to
the development of the country in the year under review.
Seplat Energy wins Gas Infrastructure Project of the Year
Award
Seplat Energy Plc has won the Gas Infrastructure Project of the Year
2023 Award at the Nigeria International Energy Summit (NIES 2024) in
Abuja.
The Nigeria International Energy Summit is the official Industry event of
the Federal Government of Nigeria and remains the only officially
endorsed event at the highest level of the Federal Executive Council. It
is the global platform for stimulating discussion, interactions and
signing of high-level deals.
Seplat Energy wins Social Impact, Human Capacity
Development Award
The Company was announced as the winner of the award at the 18th
edition of the SERAS Africa held in Lagos. The organisers lauded
Seplat Energy’s corporate social investment programmes in the
health, education and entrepreneurship spheres as well as the
programmes’ strong impacts on its host communities.
The SERAS Africa is an annual project which aims to promote as well
as raise awareness about the roles that organisations play with an
emphasis on their responsibility towards stakeholders and the social
development of Africa.
Outstanding National Human Capital Development (HCD)
Scholarship Scheme.
Seplat Energy was recognised by the Oil & Gas Trainers’ Association
of Nigeria (OGTAN) for its Outstanding National Human Capital
Development (HCD) Scholarship Scheme. OGTAN, at its 2024 Annual
HCD Awards ceremony themed ‘Consolidating Human Capital
Development Through Domestication of Skills’, commended Seplat
Energy for building human capacity through its scholarship
programmes, which have been sustained over the years across
Nigeria. The Seplat Energy National Undergraduate Scholarship
started in 2014 for its host communities, States, and the Nation. Since
then, the programme has provided scholarships to several Federal
and State University undergraduate students. The Scholarship
Scheme is the Company’s educational programme to assist indigent
students in Federal and State universities fulfil their educational
aspirations.
Seplat Energy wins the Daily Independent Newspaper's
Indigenous Oil & Gas Company of the Year Award
Seplat Energy was recognised for recording remarkable exploits in the
Nigerian oil and gas sector while partnering with local communities
who are seen and treated as key stakeholders to its operations and
overall corporate well-being through inclusive engagement models.
Seplat Energy was also recognised for its invaluable contributions to
the Nigerian economy in many other ways since it was founded,
including the supply of natural gas to the domestic market while
helping to displace expensive and carbon-intensive oil-based power,
which dominates Nigeria’s electricity sector
Seplat Energy wins Multiple Awards at the 2024 NAICE
Awards
Seplat Energy Plc once again demonstrated its leadership in the
Nigeria energy sector, winning multiple awards at the Nigeria Annual
International Conference and Exhibition (NAICE) Awards, organised by
the Society of Petroleum Engineers (SPE), Nigerian council.
The three-day event culminated in the NAICE Exhibition Award, with
Seplat Energy announced as the 2nd Place Winner in two categories:
The Most Innovative Exhibitor and Overall Exhibition Award. The
Company also won the 3rd Place Award for an outstanding display of
in-depth technical knowledge and quality delivery of the paper titled,
‘Formation Evaluation of Low Resistivity Low Contrast Hydrocarbon
Clean Sands Using Well Logs and Saturation Height Function’, with
Cyril Udeze, a Petrophysicist with our Corporate Subsurface
department as the Lead presenter/Author, as well as Maduabuchi
Ndubueze, Mohammed Ringim, Obinna S. Ezeaneche as co-
presenters/authors.
Seplat Energy clinches multiple awards at the 2024 NAPE
It was awards galore for Seplat Energy, as the company clinched
multiple awards at the just concluded 42nd Nigerian Association of
Petroleum Explorationists (NAPE) Annual Conference & Exhibition.
Seplat Energy was hailed as the Best Exhibiting Indigenous E & P and
the Best Overall Exhibitor (Second Place).
2024 Edition of PEARLs Quiz
Seplat Energy Plc held the 13th edition of NEPL/Seplat JV PEARLs Quiz
in the Edo/Delta states and the first ever edition of NNPC/Seplat JV
Pearls Quiz in Imo State. The Pearls Quiz is one of its signature
educational Corporate Social Responsibility initiatives.
Imaguero College, Benin, Edo State emerged winner of the NEPL/
Seplat JV Pearls Quiz, bagging the coveted prize of Ten Million Naira
(N10m) for a project and One Hundred Thousand Naira (N100,000)
scholarship for each of its three partaking students. Marble Hill School
from Asaba, Delta State and Edo State's Baptist High School emerged
second and third place winners respectively.
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Concorde Model Secondary School, Imo State emerged winner of the
NNPC/Seplat JV Pearls Quiz, bagging the prize of Five Million Naira
(N5m) for a project and One Hundred Thousand Naira (N100,000)
scholarship for each of its three partaking students. Mountain Crest
Secondary School, Imo State and Nnuola International Secondary
School, Imo State emerged second and third place winners
respectively.
Seplat Energy empowers an additional 358 teachers on
STEP
Seplat Energy Plc is strongly committed to educational advancement
in the country and considers teachers as the critical success factor for
the STEAM (Science, Technology, Engineering, Arts, and Mathematics)
model. As a result, in 2020, Seplat embarked on empowering
teachers and Chief Inspectors of Education (CIEs) in Edo and Delta
States with the requisite knowledge and skill sets to excel whilst
leveraging the STEAM model.
In February 2024, the Company held the graduation ceremony of the
beneficiaries of the 2023/2024 session of the STEP initiative. A total of
358 beneficiaries comprising 331 teachers and 27 Chief Inspectors of
Education (CIEs) were trained in the 2023/2024 edition.
NNPC/Seplat JV Executes ‘Eye Can See’ Initiative in Imo
State/ NEPL/Seplat JV Implements 2024 Edition of Eye
Can See Initiative” in Edo State
In September 2024, the NNPC/Seplat Energy JV held the flag off and
eye-opening session of the Eye Can See initiative in Owerri, Imo State.
The programme, which took place in Owerri, marked a significant
milestone in Seplat Energy’s long-standing legacy of impactful
healthcare outreach, which began in 2012.
NEPL/Seplat Energy JV kicked off the 2024 edition of the Eye Can See
initiative, one of its flagship Corporate Social Investments (CSIs) in
Benin, Edo State. The event, which took place at the Palace of the
Oba of Benin, is designed to provide free optical treatment at all levels
to members of the communities within NEPL/Seplay operational
communities.
Since its inception, the initiative has reached over 105,000 Nigerians,
performed 4,560 life-changing eye surgeries, and distributed more
than 51,000 reading glasses, all with the aim of reducing preventable
blindness, promoting early detection of eye diseases, and enhancing
the quality of life for beneficiaries.
Corporate Governance Recertification and Conflict
Declarations.
As part of Seplat’s continuous corporate governance awareness
campaign, the Company carried out its annual corporate governance
online recertification exercise for all employees. The Company also
conducted its annual Conflict of Interest/Affirmation of Independence
declarations for directors and all employees.
Board Training.
In July 2024, the Board held a Corporate Governance training session
facilitated by Christopher Saul Associates as part of its continuing
corporate governance knowledge development.
Diversity and Inclusion
The Company reaffirms its commitment to promoting a diverse and
inclusive workplace that will maximise value for its stakeholders and
ensure the sustainable success of the Company. It is the policy and
practice of the Company to attract, recruit and retain diverse and
talented members of the Board, management, and workforce. The
Company has put in place a Diversity and Inclusion Policy which
applies to all Directors, employees, and business partners, including
their respective recruitment, engagement, remuneration, evaluation,
and promotion. The Diversity and Inclusion Policy applies in all
countries and locations in which Seplat operates, except in
jurisdictions where the Company has adopted a specific policy on
diversity & inclusion.
As part of the Company’s sustainability approach to business, Seplat
Energy has put in place the ‘Seplat Women Awesome
Network’ (‘SWAN’) under the Seplat Gender Diversity programme
headed by the Gender Diversity Champion - Mrs. Edith Onwuchekwa.
SWAN was created to spearhead the Company’s contribution
towards the achievement of UN Sustainable Development Goal 5,
which is to achieve gender equality and empower all women and girls.
SWAN has been pivotal to the design, implementation, and
development of mainstream gender equality programme in the
Company and the energy sector value chain.
The current Board consists of nationals from a variety of cultures
within and outside Nigeria, who have diverse expertise in the local
and international oil and gas industry and other business sectors.
There are currently five (5) female Directors on the Board: (a) Madame.
Nathalie Delapalme; (b) Dr. Emma FitzGerald (c) Mrs. Bashirat
Odunewu; (d) Ms. Koosum Kalyan, and (e) Mrs. Eleanor Adaralegbe.
Seplat’s senior management team consists of men and women from
diverse cultural backgrounds in Nigeria, who have varying skills and
experience in the different sectors of the oil and gas industry. The
Board is committed to continuous investment in diversity programme
that would enrich its board, management, and employee composition.
The Company is proud of the increasing number of females within the
senior management team. Overall, females make up about 24% of
the population within the Company while policies have been put in
place to grow this number over time at all levels in the organisation
without compromising competence. The Company will continue to
drive this campaign progressively.
ISSB Disclosures in Governance section
The Board of Seplat Energy holds the primary responsibility for
overseeing and being accountable for the development and
execution of Seplat Energy's sustainability and climate strategy. To
facilitate effective oversight in these areas, Seplat Energy has
established three Board Committees: the Board Sustainability
Committee, the Board Risk Management & HSSE Committee, and the
Board Energy Transition Committee. These committees are crucial in
monitoring and addressing sustainability and climate-related risks and
opportunities within the organisation. In addition to these committees,
Seplat Energy's corporate governance framework emphasises the
importance of charters, policies, and processes specifically designed
to manage sustainability, climate risks, and opportunities.
The Board Charter outlines the Board's responsibilities, establishing
Board Committees with delegated duties, matters requiring Board
approval, procedures for conducting Board meetings, and the Terms
of Reference for all Board Committees. These committees typically
meet four times a year. The meetings are attended by key individuals,
including the Committee chairmen and relevant senior management
team members, such as the Chief Executive Officer, Chief Financial
Officer, Chief Operations Officer, Director Legal/Company Secretary,
External Affairs and Social Performance Director, Director Corporate
Services and Director of New Energy. External advisors may also
attend meetings upon the invitation of the Committee Chairman to
address specific matters.
The Board has entrusted the day-to-day implementation of the
strategic framework to the CEO, who is supported by the Senior
Leadership Team (SLT). To facilitate the sustainable execution of
Seplat's strategy, the CEO has established a Sustainability
Management Committee (SMC) to assist both the leadership team
and the board in ensuring the strategy's sustainable execution. The
SMC is responsible for supervising the design and performance of
activities to ensure the sustainable execution of Seplat Energy's
strategy, and it strives to integrate these key focus areas throughout
the organisation. Furthermore, the SMC is responsible for proposing
Key Performance Indicators (KPIs) that measure the strategy's
sustainable execution in the short, medium, and long term. In addition,
the SMC plays a pivotal role in coordinating the reporting of
sustainability and ESG (Environmental, Social, and Governance)
performance, ensuring consistency and transparency. The SMC also
manages periodic reporting to the SLT and the board.
SMC members- CEO, CFO, COO, Directors- New Energy, External
Affairs and Social Performance, Strategy Planning and Business
Development, Legal and Company Secretary, Corporate Services.
The Board Sustainability Committee assesses and develops the
necessary skills and competencies to oversee sustainability-related
strategies. This evaluation is carried out in collaboration with the SLT,
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the SMC, and the Sustainability Committee. The assessment process
involves various methods such as skills and competency
assessments, gap analysis, and benchmarking against industry best
practices and standards. Additionally, it includes the formulation of Skill
Development Plans, participation in Collaborative Networks, fostering
Continuous Learning, establishing Performance Metrics and Key
Performance Indicators (KPIs), and engaging in Talent Recruitment
and Succession Planning. To ensure continuous alignment with
evolving sustainability challenges, the committee regularly evaluates
the skills and competencies of its members and the SLT. This ongoing
assessment helps identify emerging areas of expertise that may
become essential. By systematically evaluating, enhancing, and
consistently monitoring the skills and competencies required for
effective sustainability oversight, the Board Sustainability Committee
ensures that the Company is well-prepared to respond effectively to
sustainability-related risks and opportunities.
Members of the Board Sustainability Committee are expected to
possess a combination of the following skills, competencies, and
experience to fulfil their responsibilities to the Board effectively: (a) a
proven track record of practical stakeholder engagement skills, (b)
strong competence in sustainability advocacy, policy formulation, and
strategic thinking, as well as financial reporting and disclosure (c) a
deep understanding of the sustainability reporting environment (d) the
ability to assess sustainability and climate-related risks effectively. The
Company will identify relevant educational and training programmes
to keep the Board updated on new developments related to laws and
regulations, evolving commercial, governance, sustainability, and
climate-related risks that may impact the Board and the Company.
This also includes staying informed about emerging standards for
sustainability-related financial disclosures and climate-related
disclosures. All Directors will receive appropriate briefings on the
Company's affairs and stay up to date with corporate governance
materials published by relevant bodies.
Our Board members possess significant and continually growing
awareness and expertise in climate change and the energy transition,
as reflected in their Board and SLT profiles. Furthermore, ESG
awareness sessions are conducted throughout the year for the
Board, SLT, and other employees to ensure that everyone remains
well-informed and engaged in sustainability and ESG-related matters.
The Board, through the Board Committees, meet at least four times a
year and receives quarterly updates from respective management
teams on sustainability and climate-related issues. Information/
updates are shared through In-person and virtual meetings, Agendas
and Charters, Committee Structure, Information Flow, and Meeting
materials.
To fulfil its duties effectively, the SMC convenes monthly before the
SLT meetings and holds ad-hoc meetings as needed.
The Remuneration Committee plays a vital role in ensuring that our
remuneration policy aligns with the successful execution of our
strategy. In line with this commitment, remuneration for senior
management and other workforce members is now intricately tied to
the progress made in building the sustainability of our business and
achieving our energy transition goals. The Remuneration Committee,
overseen by the Board, has implemented a new Corporate Scorecard
to provide a more detailed framework. This scorecard incorporates
specific climate-related Key Performance Indicators (KPIs) designed
to measure and incentivise progress in line with our sustainability
objectives.
Seplat Energy clearly links executives' pay and achieving sustainability
goals. In 2024, 17.5% of the KPIs on our Corporate Scorecard were
dedicated to ESG targets, which included the delivery of initiatives
aimed at ending routine gas flares and providing reliable and clean
energy solutions to schools and hospitals in our areas of operations.
About 7.5% of the KPIs of our Corporate Scorecard were also
dedicated to the Company’s Pillar 3 business which included the
identification and evaluation of new gas, power, and renewable
projects.
Regulatory Engagements
The Board, during the year, had engagements with its industry
regulators to discuss and explain the steps taken by the Company to
ensure compliance with the relevant provisions of applicable laws,
codes, regulations, and sectoral guidelines.
Declaration of Compliance
In compliance with the NGX ALR, following specific enquiry, all
Directors acted in compliance with the NGX ALR and Seplat Energy’s
Share Dealing Policy in respect of their securities transactions during
the financial year ending 31 December 2024. There were no fines
charged and recorded in the year under review.
Directors’ Declarations
None of the Directors have:
• ever been convicted of an offence resulting from dishonesty,
fraud, or embezzlement;
• ever been declared bankrupt or sequestrated in any jurisdiction;
• at any time been a party to a scheme of arrangement or made
any other form of compromise with their creditors;
• ever been found guilty in disciplinary proceedings by an employer
or regulatory body, due to dishonest activities;
• ever been involved in any receiverships, compulsory liquidations,
or creditors’ voluntary liquidations;
• ever been barred from entry into a profession or occupation; or
• ever been convicted in any jurisdiction of any criminal offence or
an offence under any Nigerian or UK legislation.
Signed by:
Udoma Udo Udoma
Edith Onwuchekwa
Board Chairman
Director, Legal/Company Secretary
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Sustainability-related financial
disclosures (abridged)
1. Group structure and reporting
boundary
Group and Group structure
Please see Note 1 of the audited financial statements for this
information
Basis of Statement of Compliance with IFRS
Sustainability Disclosure
This abridged sustainability-related financial disclosures of Seplat
Energy Plc, and its subsidiaries (the ‘Group’) is an extract from the
Group’s general Sustainability Report included in the Group’s Annual
Report as at 31 December 2024. This abridged report has been
prepared in accordance with IFRS Sustainability Disclosure Standards
as issued by the International Sustainability Standards Board (ISSB). In
line with paragraph 55(a) of IFRS S1, other standards and frameworks
that have applied in the preparation of some disclosure topics have
been disclosed on page 1 of this report.
Connectivity to the financial statements
This abridged sustainability-related financial information has been
prepared for the Seplat Group and should be read in conjunction with
the Group’s consolidated financial statements prepared in
accordance with International Financial Reporting Standards (IFRS) as
issued by the International Accounting Standards Board (IASB) and
adopted by the Financial Reporting Council of Nigeria (FRC). The
report covers a 12-month period for the year ended 31 December
2024 which is consistent with the reporting period of the related
consolidated financial statements of the Group. This abridged
sustainability-related risk and opportunities report is aligned with the
Group’s sustainability data as included in the Integrated Annual Report
of the Group for the year ended 31 December 2024.
Definition of time
Management often defines time for strategic decision making. The
same timeline underpins the preparation of this report by considering
when the sustainability-related risks and opportunities could
reasonably be expected to occur. As of the end of the reporting
period the following time-horizons were identified on page 67 of this
report.
Meeting primary users’ information needs
The objective of ISSB Sustainability Disclosures Standards is to require
an entity to disclose information about its sustainability-related risks
and opportunities that is useful to primary users of its general-
purpose financial reports in making decisions relating to providing
resources to the entity. Assessing whether information could
reasonably be expected to influence decisions made by the primary
users of Group’s general purpose financial report (GPFR), the Group
considers the characteristics of those users and its own
circumstances. General purpose financial reports include, but are not
restricted to the Group’s general purpose financial statements and
sustainability-related financial disclosures. The primary users of the
Group’s GPFR are consistent with those included in the ISSB
disclosure framework which are existing and potential investors,
lenders and other creditors to the Group. To meet the common
information needs of its primary users, the Group first separately
identifies the information needs of one of the three types of primary
users - for example, investors (existing and potential). The Group then
repeats the assessment for the two remaining types - lenders
(existing and potential) and other creditors (existing and potential). The
combined information needs identified by these assessments form
the set of common information needs that the entity aims to meet.
Business activities and geographical location
reference
Note 1 of the audited financial statements provides information about
the business activities of the Group.
Risk concentration
Sales from the key product segments of the Group as contained in
Note 6 of the audited financial statements provides information about
our risk concentrations.
Our strategy and sustainability-related goals
The Group plans to invest and deploy its capitals to support its growth
agenda. The business strategy is enabled by a strong framework of
corporate governance and supported by the values that guide how
we conduct our business. In line with our overall goal of building a
sustainable business, the Group has set some overall sustainability-
related goals. The goals are aligned with the Group’s growth
ambitions for its business activities. Key sustainability goals of the
Group are to deliver environmental care; deliver robust social
development and deliver leading corporate governance.
Our value chain
In delivering our business, we interact with major stakeholders as
suppliers, investors, customers, and the natural environments. Refer to
page 20 of this report for the Group’s business model which covers
its value chain and risk concentration.
Reporting boundaries and changes in reporting
boundaries
The performance indicators are tailored to match the Company’s
objectives and reflect the potential impacts of Seplat Energy’s
activities. For details on reporting boundaries for non-financial and
sustainability-related disclosure please see details on page 1.
2. Governance and process overview
Governance of sustainability and climate-related
risks
The Board of Seplat Energy is ultimately accountable for overseeing
the Company’s strategy, ensuring that sustainability and climate
considerations are fully integrated into our overall risk management
and financial decision-making frameworks in line with IFRS S1 and
IFRS S2 requirements. Please see pages 124-125 of this report for
more information.
Overview of materiality assessment and reporting
process
Materiality in the context of the International Sustainability Standards
Board (ISSB) sustainability disclosures refers to the process of
determining which sustainability-related information is significant
enough to be disclosed in general purpose financial report. The ISSB
aims to provide a framework for companies to report on sustainability
matters that could impact their financial performance and the
interests of investors. Please see pages 66-75 for more information.
3. Sustainability-related and climate-
related risks and opportunities
Please see page 51 for the identification, pages 52-53 for the effects
and pages 74 - 75 for the financial effects of sustainability-related and
climate-related risks and opportunities on our business model and
value chain.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
113
Annual Report and Accounts 2024
4. Climate resilience
Climate-related scenario analysis
Scenario analysis and portfolio robustness
We have conducted a quantitative climate modelling assessment across our value chain to assess our portfolio’s resilience to the impact of
climate change. Please see pages 65-66 for more information.
5. Sustainability performance in our focus areas
Please see pages 67-68 for details of the short-term, medium-term and long-term targets and performance achieved as of 31 December 2024
Description of performance measure. Our commitments/targets are set for only
our operated assets (excluding SEPNU)
Performance
Notes
Base year
2024
2023
Gross Scope 1
emissions-
reduction
(ktCO2e)
End of routine flares by 2026- 70%
Scope 1 emissions reduction from our
2020 baseline
1,422
1,028
915
27.8% reduction achieved in 2024 compared to base
year (2020) but a 12.4% increase compared to 2023
because of increased production from our Eastern
assets and significant non-routine flares during the
turnaround maintenance of the Oben Gas Plant
which account for c.30% of Oben flares in 2024.
Methane
emissions-
reduction (tC02e)
40-50% reduction from 2020 baseline
in methane emissions by 2026
301
252
244
We have achieved 16.3% reduction from our baseline
in 2024. But slightly higher than the 2023 level due to
reasons described above.
Scope 3
emissions-
reporting (number
of categories
reported)
Report eight Scope 3 emissions
categories by 2026 Annual Report
2
6
2
We are reporting four additional categories for Scope
3 in our 2024 Annual Report including Purchased
Goods and Services, Waste Generated in
Operations, Business Travel, Employee Commuting,
Use of Sold Products, and Investments.
Afforestation
(number of trees
planted)
Tree4life Project - plant 1 million trees
by 2030
—
30,820
—
Pilot phase completed. Located within Ehor Forest
Reserve, Edo State in alignment with Edo State
Reforestation initiative
Biodiversity
Establish baseline of biodiversity priority
in 2024
In 2024, the Company completed biodiversity field data gathering and survey,
that covered our WA and EA operational areas, through which we documented
the existing and historic species/ ecosystem services.
Biodiversity
Achieve assessment in 100% of
operated sites and implement BAP in
2025
Following the completion of the field surveys, we will complete and issue
biodiversity action plan (BAP) report and thereafter identify areas of high
biodiversity values and priorities within Seplat operational areas and develop
additional specific conservation actions if applicable in 2025.
Water &
Wastewater
management
Develop water management strategy
in 2024
Seplat developed a water management strategy for its operations and
furthermore completed the installation of water meters across its operational
facilities to monitor direct water consumption and usage.
Water &
Wastewater
management
(number of
meters installed)
Complete water metering at operated
sites by 2026 - installation of 14 meters
0
15
2 This was completed ahead of schedule with 15
meters installed across our Western and Eastern
assets.
Diversity &
Inclusion (%
women)
30% women in overall workforce by
2030 from our 2023 baseline
24 %
25 %
24 %We have launched targeted initiatives - including
flexible work arrangements and tailored recruitment
and retention programmes - to achieve our goal
Diversity &
Inclusion (%
women)
40% women in the Senior Leadership
Team by 2030 from our 2023 baseline
28 %
29 %
28 %We have implemented targeted initiatives, including
enhanced leadership development programs and
dedicated mentorship opportunities.
Employee health
& safety
Achieve ISO 45001 Certification (OHS)
for OMLs 4, 38, 41 & 53 (2026)
Stage one audit complete, Mock audit in March Stage 2 audit, and certification
expected in Q1 2025.
Employee health
& safety
Achieve ISO 55001 Certification (AMS)
for OML 53 by 2026
In 2024, we completed the BSI lead Stage 1 and Stage 2 certification audits,
successfully earning the ISO 55001 AMS Certification, with no major
nonconformities recorded.
Employee health
& safety (TRIR)
TRIR threshold of less than 0.348
incidents by 2030 from our 2023
baseline
0.461
0.455
0.461 Five medical treatment cases recorded in 2024 over
10.9 million hours.
Critical incident
risk management
Achieve ISO 45001 Certification (OHS)
for OMLs 4, 38, 41 & 53
Stage one audit complete, Mock audit in March Stage 2 audit, and certification
expected in Q1 2025
Human capital
management
Improve employee engagement score
to 79% by 2030 (2023 baseline)
77 %
80 %
77 %Surpassed our target of 79% in 2024; reflects the
effectiveness of our ongoing initiatives and
commitment of our teams
Corporate social
investment
Deliver CSI initiatives in health,
education and access to energy
352 teachers impacted in the 2024 edition of STEP. 6,373 students impacted
during the 2024 Pearls Quiz 4 STEAM Labs equipped in 4 secondary
schools. 9,780 impacted in the 2024 Eye Can See Programme Energy solutions
delivered in six schools and three hospitals.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Sustainability-related financial disclosures continued
Seplat Energy Plc
114
Annual Report and Accounts 2024
6. Judgements and measurement
uncertainties
In the process of preparing these sustainability-related risk and
opportunity disclosures, management has exercised judgement in
several areas, including the process of identifying sustainability-related
risks and opportunities and identifying material information to report.
Additionally, management made use of estimates for certain amounts
which could not be measured directly. Management also made use of
estimates where sustainability-related information across the Group’s
value chain could not be obtained directly. These cover areas relating
to forward-looking information or where there are data limitations.
Critical judgements made by management in preparing this
sustainability report as well as the amounts that are subject to a high
degree of measurement uncertainty and the source of estimation
uncertainty are discussed below.
6.1 Materiality process
Management applied significant judgement to identify the
sustainability-related risks and opportunities that are relevant to the
Group, as well as the material information related to those risks and
opportunities. The process that the Group followed in making the
assessment of what information could reasonably impact the Group's
financial prospects and influence decisions of primary users is detailed
above. The Group also applied judgement in considering which
metrics are included within the disclosure topics. The Group made
use of some industry-based standards such SASB standards in the
reporting of some topics.
6.2 Setting the boundary for GHG emissions
The Group applies the equity share approach to determine its
organisational boundary for reporting GHG emissions. The equity
share approach requires the Group to identify the extent to which its
equity interests reflect the economic interest of the Group, consistent
with the Group’s exposures to and rights to the variable returns of the
investee. Judgement is applied in the choice of the equity method
rather than the use of operational approach. The Group also reports
emissions from its operated assets to support effective target setting
and emissions reduction planning.
6.3 GHG emissions measurement, and calculation
methods
In line with IFRS S2, the Group measures its greenhouse gas
emissions in accordance with the Greenhouse Gas (GHG) Protocol.
The Group applies a combination of different calculation methods
including the use of consultants to determine its Scope 3 GHG
emissions. In applying these, management applies judgement in
determining the calculation methods that are most appropriate for
each category depending on availability and quality of data. The
Group prioritises the use of supplier- specific data where available
with sufficient quality.
6.3.1 Others
In preparing this ISSB disclosure report of the Group, management
made several significant judgements in its financial reporting. Some of
these judgements are also relevant to these sustainability disclosures.
6.4 Measurement uncertainty
The following metrics have been determined to have a high degree of
inherent measurement uncertainties.
6.5 GHG-related metrics
The Group measures its GHG emissions in accordance with the GHG
Protocol unless otherwise stated as required by IFRS S2. The related
disclosed metrics are subject to inherent high uncertainties arising
from reliance on activity data and emission factors obtained from third
parties. Where activity data and emission factors cannot be obtained
on a timely basis, or are incomplete, estimation is used.
6.5.1 Others
In many cases, entities use significant estimates to disclose
anticipated financial effects, which cannot be measured directly and
can only be estimated. Factors such as uncertainties related to long-
term risks, the financial impact or its timing might increase this
uncertainty. For the purposes of this disclosures, the Group has
assessed that none of the metrics disclosed for anticipated financial
effects contain significant estimates in their measurement.
6.6 Changes in estimates
A change in estimate takes place when the Group needs to revise the
estimate in the preceding year because additional information
becomes known, and the new information provides evidence of
circumstances that existed in that period. The standard requires
revision in estimates and comparatives information if this is the case.
The standard also requires explanation for such revision. The carbon
intensity for operated assets was revised from 27.9 kg/boe reported
in 2023 to 29.4 kg/boe. The revised figures reflect a more
comprehensive inclusion of emissions sources previously
underreported, ensuring the numbers more accurately represent the
true emissions intensity.
6.7 Material errors
Prior period errors are omissions from and misstatements in the
entity’s sustainability-related financial disclosures for one or more prior
periods. Such errors arise from a failure to use, or the misuse of,
reliable information that was available when the sustainability-related
financial disclosures for that period(s) were authorised for issue; that
could reasonably be expected to have been obtained and considered
in the preparation of those disclosures. If the Group identifies a
material error in its prior period(s) sustainability-related financial
disclosures, it discloses: (a) the nature of the prior period error; (b) the
correction, to the extent practicable, for each prior period disclosed;
and (c) if correction of the error is impracticable, the circumstances
that led to the existence of that condition and a description of how
and from when the error has been corrected.
E. Adaralegbe
FRC/2017/ICAN/00000017591
Chief Financial Officer
04 March 2025
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Sustainability-related financial disclosures continued
Seplat Energy Plc
115
Annual Report and Accounts 2024
Board Finance and
Audit Committee report
Mrs Bashirat Odunewu
Chairperson of the Board Finance and Audit Committee
1.
Independent Non-Executive Director.
2024 Members
20
Feb
18
Apr
22
Jul
22
Oct
Mrs. Bashirat Odunewu 1&2,
(Chairman from April 2024)
4/4
Dr. Emma FitzGerald 1, Member
4/4
Mr. Bello Rabiu, Member1
4/4
Mr. Babs Omotowa, Member 1&4
N/A
3/3
Dr. Charles Okeahalam 1&2,
(Chairman until 31 March , 2024)
N/A
N/A
N/A
1/1
Mr. Udoma Udo Udoma 1&3
N/A
N/A
N/A
1/1
1.
Independent Non-Executive Director.
2.
Dr. Charles Okeahalam retired from the Board on 31 March 2024 and Mrs Bashirat
Odunewu was appointed as the Chairman of the Committee effective 11 April 2024.
3.
Following the appointment of Mr. Udoma Udo Udoma as Independent Board Chairman
on 1, April 2024, he was no longer a member of the Committee from 1 April 2024.
4.
Mr Babs Omotowa was appointed to the Board on 1 April 2024 and became a member
of the Board Finance and Audit Committee.
Mrs. Bashirat Odunewu has recent and relevant financial experience,
as highlighted in the profile of Directors on page 105.
Dear Shareholders,
I am pleased to make this report on the 2024 activities of the Board
Finance and Audit Committee.
In the financial year ended 31 December 2024, the Committee held
four meetings, dates, and attendance records for which can be seen
in the table above.
The Board Finance and Audit Committee was constituted in 2013 in
compliance with the UK Corporate Governance Code’s requirement
for an audit committee and consists wholly of Independent Non-
Executive Directors as listed above. The details of our activities are
provided below.
The Committee meets at least four times a year, and its meetings are
attended by appropriate senior management of the Company.
The Committee’s activities during 2024:
Highlights of the business carried out by the Committee are as
follows:
• Review of the report from the external auditors and management
on the interim and annual financial statements and the
accompanying public releases. In doing so, it considered the
following amongst others: the oil and gas reserve estimates;
revenue recognition; areas that required significant estimation,
judgement or uncertainty; compliance with financial reporting and
governance standards; the basis for the going concern
assessment; recoverability of financial interest in OML 55; NEPL
and NUIMS receivables; and the impact of third-party deferments
and losses on revenue.
• Worked closely with management to explore the immediate and
long-term strategies for strengthening the Company’s statement
of financial position.
• Quarterly review of the Company’s financial strength to ensure the
Company is properly positioned to fund acquisition and growth
opportunities.
• Quarterly review of the Company’s liquidity position and forecasts
to ensure the minimum cash positions were adequate during the
period and sustainable for the coming periods in compliance with
the business plans.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Board committee reports
Seplat Energy Plc
116
Annual Report and Accounts 2024
• Review and recommendation of interim and final dividend: The
Committee considered the Company’s strong cash position and
business performance and recommended an increase in quarterly
dividends from US$ 3 cents to US$ 3.6 cents, which became
effective in Q3 2024. Interim dividends of US$ 3 cents per share
were paid post Q1, Q2, 2024 while US$ 3.6 cents were payable
Q3 2024 and final dividend of US$ 3.6 cents payable post AGM.
• Quarterly review of Seplat’s Revolving Credit Facility (“RCF”) and
the Bond performance.
• Quarterly review of the two Eland third-party debt facilities and
AGPC financing.
• Quarterly review of the continuous efforts by management to
efficiently manage costs.
• Quarterly review of the Company’s share performance compared
to peers and updates provided by management on engagements
with shareholders/potential investors.
• Quarterly review of the implementation of the existing oil hedging
strategy whilst also ensuring that appropriate levels of revenue
protection were considered, and the risk and costs of hedging
were manageable.
• Quarterly review of the management and mitigation of financial
risks and the timeline for remediation.
• Review of the appropriateness of deferred tax assets in the year.
• Review of tax updates from management, any changes to tax
regulations and their impact on the business.
• Review of the annual budget in detail to ensure the assumptions
were consistent with the business environment and appropriate
growth targets. Oil price sensitivities, alternative export routes,
cost reductions, impact of major acquisitions and impact of FX
rates were considered as part of the process.
• Quarterly monitoring of receipts due under the UBIMA JV
settlement agreement. As at the end of FY 2024, a total sum of
US$39.8 million has been received from the settlement sum of
US$55 million.
• Review of the outright sale of the four turnkey drilling rigs in
alignment with the Company’s strategic objectives.
• Quarterly review of the effectiveness of the Business Integrity Unit,
as well as reports made through the whistleblowing system and
efforts to resolve them.
• Review of the Long-Term Incentive Plan (“LTIP”) Funding exercise
completed in July 2024 by the Company for the purchase of 9.4
million trust shares for the LTIP.
• The Committee reviewed a report from the UK Financial Reporting
Council (UK FRC) on the audit quality review of PwC’s Audit of the
Financial Statements of the Company for the year ended 31
December 2022. Following the review of the report of the FRC’s
audit quality review:
a) The Committee engaged the Company’s External Auditors
(PwC) on the following issues raised by FRC in its audit quality
review report: (i) Deferred Tax for Elcrest; (ii) Inflation rate used in
computing Asset Retirement Obligation (ARO); (iii) Independence
Threat; and (iv) Impairment Testing for Asset under
Construction.
b) Deliberated with PwC on how they have addressed the
above issues and obtained their assurance that the issues
identified by the UK FRC had been addressed and implemented
in the audit of the 2023 Financial Statements. The Committee
also confirmed that the Company is in compliance with the IFRS
and IAS rules.
Internal Audit: The Committee on behalf of the Board reviewed the
audit plan drawn up with careful consideration of the risk environment
and the strategic business objectives of the Group, key management
inputs, and past audits and built on the following key principles: risk-
driven audit focus, stakeholder assurance, alignment with strategic
change, flexibility and collaborative output. The Committee monitored
the execution of the audit plan through quarterly reports received
from the Head of Internal Audit on the internal audit activities. The
Head of Internal Audit reports directly to the Board through the
Chairman of the Committee with an administrative reporting line to
the CFO. The Internal Audit function, therefore, has direct access to
the Committee, and its primary responsibilities include:
• evaluating the adequacy, reliability, and effectiveness of
governance, risk management, and internal controls systems;
• evaluating the reliability and integrity of information and the means
used to identify, measure, classify, and report on such information;
• evaluating the means of safeguarding assets and verifying the
existence of such assets, as appropriate;
• evaluating the systems established to ensure compliance with
those policies, plans, procedures, laws, and regulations which
could have a significant impact on the organisation; and
• performing consulting and advisory services on new initiatives and
matters related to governance, risk management, and internal
controls as appropriate for the Company.
In 2024, the internal audit strategy emphasised greater focus on
operational areas critical to the business, thereby providing assurance
on the effectiveness of operational controls and achievement of the
strategic objectives. During the year, internal audit engagements
included the review of the following areas:
• Crude volume assurance
• JV cash call
• Audit action remediations
• ISO 55001 – Western Asset 2024 AMS & EA Stage 2 Audit
• Diesel utilisation audit
• Payments audit
• Contracts and procurement
• IT and cyber security
• Western Assets spares and overhaul review
• Drilling contract transaction review
The Committee considered the results of the Internal Audit findings at
its meetings and the remedial plans were discussed with
Management. As a quarterly activity, Internal Audit also conducted
checkpoint remediation reviews to ensure that Management was
effectively closing out identified control gaps from prior audit findings.
The Committee monitored the independence, objectivity, and
effectiveness of the internal audit team and interacted with the Head
of Internal Audit without the presence of Management.
External audit: Prior to commencement of the audit, the Committee
met with the external auditor to review the audit plan to ensure that
the Committee has a thorough understanding of the higher-risk areas
and guards against material misstatements in the financial
statements. The Committee reviewed the external auditors’
performance and independence and interacted with the external
auditor without Management present. In making its assessment, the
Committee focused on the robustness of the audit, the extent of
investigation into the business and the quality and objectiveness of
the audit team. Based on this, the Committee concluded that the
audit process is operating effectively and has thus recommended to
the Board that the current auditor, PwC Nigeria, be reappointed as
external auditor at the 2025 AGM. PwC was first appointed on May
28, 2020. The Company complies with the Nigerian and United
Kingdom corporate governance regulations which results in the audit
partner being rotated every five years and the audit firm being put out
to tender at least every ten years.
Mrs. Bashirat Odunewu
Chairperson of the Board Finance and Audit Committee
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
117
Annual Report and Accounts 2024
Nominations and Governance
Committee report
Mr. Bello Rabiu
Chairman of the Nominations & Governance Committee
Director
19-
Feb
17-
Apr
18-
Jul
18-
Oct
31-
Oct
Attendance
Bello Rabiu,
Chairman1
5/5
Charles Okeahalam
(SID), Member2
N/A
N/A
N/A
N/A
1/1
Bashirat Odunewu3
5/5
Udoma Udo Udoma4
N/A
N/A
N/A
N/A
1/1
Koosum Kalyan5
N/A
4/4
Christopher J.N.
Okeke5
N/A
4/4
1.
Senior Independent Non-Executive Director (S.I.D).
2.
Dr. Charles Okeahalam (S.I.D) ) ceased to be a member of the Committee upon
retirement from the Board on 31 March 2024.
3.
Independent Non-Executive Director.
4.
Mr. Udoma Udo Udoma was appointed to the Board as an Independent Non-Executive
Director on 1 December 2023 and became a member of the Committee from 10 January
2024. Mr. Udoma Udo Udoma ceased to be a member of the Committee on 1 April 2024
upon his appointment as the Independent Chairman of the Board in
5.
Ms. Koosum Kalyan and Mr. Christopher J.N Okeke (Independent Non-Executive
Directors) became members of the Committee on 17 April 2024.
The Nominations and Governance Committee is a standing
committee of the Board. All members of the Nominations and
Governance Committee are Independent Non-Executive Directors.
In the financial year under review, the Company completed the
implementation of its Board of Directors’ succession Forward Plan
announced via Corporate Announcement on April 25, 2023 (RNS:
3575X), with the retirement of both Mr. Basil Omiyi, CON (as
Independent Non-Executive Chairman), and Dr. Charles Okeahalam
(as SID), both effective 31 March 2024.
On 28 February 2024, the Board of Directors unanimously appointed
Mr. Udoma Udo Udoma as the new Independent Non-Executive
Chairman and Mr. Bello Rabiu as the new Senior Independent Non-
Executive Director (SID) respectively effective 1 April 2024. Mr. Babs
Omotowa joined the Board on 1 April 2024 as previously announced
by the Company on 1 November 2023. Mrs Eleanor Adaralegbe was
appointed as an Executive Director effective 1 May 2024 and as the
Chief Financial Officer (“CFO”) effective 21 May 2024, following the
retirement of Mr. Emeka Onwuka as Executive Director on 1 May 2024.
The appointments of these four (4) Directors were duly approved by
the shareholders at the 11th Annual General Meeting of 16 May 2024.
At the Committee level, Ms. Koosum Kalyan and Mr. Christopher J.N
Okeke became members of the Committee from April 17, 2024.
Other activities of the Committee for the financial year ended
December 31, 2024, are outlined below. I shall be available at the
Annual General Meeting (“AGM”) of the Company to be held virtually
on May 14, 2024, for further clarifications. If you are not able to meet
me at this year’s AGM, I can be contacted through the Company
Secretary.
The Committee meets at least four times a year. When required, the
meetings of the Committee are attended by other members of the
Board such as the Chief Executive Officer, members of the Senior
Management Team including the Director Legal/Company Secretary
and Director Corporate Services. External consultants also attend
some of these meetings only upon invitation by the Committee
Chairman.
The Committee in performing its duties as enshrined in its Terms of
Reference, gives due consideration to all applicable laws and
regulations, including but not limited to the provisions of the Nigerian
Code of Corporate Governance (‘NCCG’), the Securities and
Exchange Commission’s Corporate Governance Guidelines, the
Nigerian Exchange Rules, the Listing Rules of the UK Listing Authority,
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Board committee reports continued
Seplat Energy Plc
118
Annual Report and Accounts 2024
the Disclosure Rules and Transparency Rules issued by the Financial
Conduct Authority, the UK Corporate Governance Code (‘UK Code’),
and other applicable legislations. The Committee, in collaboration with
other Committees, ensures that Seplat complies with the
requirements under the Nigerian and UK codes of corporate
governance including environment, social and governance reporting.
The Committee assists the Board in fulfilling its responsibilities with
respect to the following:
• Nomination of Board and/or Board Committee members and
oversight of governance matters of Seplat;
• Board and/or Board Committee composition, evaluating the
performance of Directors and making recommendations on the
addition or replacement of Executive and Non-Executive Directors
and the Chairman of the Board;
• Oversight of Seplat management's implementation of its human
capital development policies and procedures and Seplat
management's recommendations for the recruitment, promotion,
training, development, succession planning or disciplinary
measures affecting the Chief Executive Officer, Executive
Directors, General Managers and above for Seplat and any of its
subsidiaries;
• Overseeing the implementation of Seplat's Code of Business
Conduct, reporting any lapses, and recommending appropriate
review to the Board from time to time;
• Promoting, modelling, institutionalising, and maintaining sound
ethical culture and good corporate citizenship;
• Advising the Board on modalities of strengthening the Company’s
corporate governance and compliance ethos, so as to achieve
Seplat’s continued survival and prosperity; and
• Achieving the corporate strategy of the Company.
Other responsibilities of the Committee in the area of corporate
governance includes:
• Review compliance with all applicable laws, corporate governance
codes, listing rules, and regulations (the ‘legislations’) and its
implementation by the Company;
• Review developments in corporate governance generally and
advise the Board periodically with respect to significant
developments in the law and practice of corporate governance
and recommend the approach to be taken by the Company in
relation to such corporate governance standards;
• At the request of the Board, review and approve material
corporate governance information of the Company to be made
public or made available to the public;
• Periodically review all Board-related policies and recommend to
the Board such changes as it considers appropriate. The
Committee also monitors adherence to the Code of Business
Conduct, ensuring that breaches are appropriately dealt with;
• Review and approve items that should be published in the
Company's Annual Report relating to the activities of the
Committee;
• Assess, from time to time, whether additional information,
including third-party evaluations, is desirable;
• Meet from time to time without management representatives to
consider ethical, governance and compliance issues or, at the
request of the Board, to consider other issues referred to it by the
Board;
• Consider any other matter properly referred to the Committee by
the Board, a Director, or the management of the Company, for
review or recommendation to the Board;
• Meet separately with senior management, employees, or
independent advisors, as deemed necessary by the Committee;
• Review or make recommendations to the Board in respect of the
adoption, administration or amendment of the Company's policies
including the Code of Business Conduct or conflict of interest
policies;
• At the request of the Board and/or the respective Board
Committees, provide guidance on the Company's arrangements
for its employees to raise concerns in confidence about possible
improprieties in matters other than financial reporting;
• Advise the Board and the respective Board Committees on the
Company's procedures for detecting and responding to fraud,
including bribery, as well as arrangements in place for regulatory
and statutory compliance; and
• Periodically review the effectiveness of the Company's
governance and compliance practices and any relevant
governance and compliance issues, such as ethics, culture,
integrity, transparency, including opportunities for improving the
governance and compliance framework, compliance with all
applicable legislations and make recommendations to the Board
as appropriate with respect to any changes to the Company's
governance and compliance practices.
Highlights of other business carried out by the Committee during the
2024 financial year are as follows:
• Consideration of the Succession Plan for Senior Leadership Team
(SLT) and Management, which highlighted – (i) The purpose of the
succession plan; (ii) Guiding principles; (iii) Number of successor
candidates per position; (iv) potential replacements for Executive,
SLT and other senior managers on Grade Levels 1 - 4; and (v)
Plans for legacy Seplat and Seplat Producing Nigeria Unlimited
(“SEPNU”) Talents.
• Succession proposals for MD Anoh Gas Processing Company
Limited (AGPC) and Director New Energy predicated on both the
Operational and Commercial phases of the respective
organizations.
• Review of exit letters for the retiring Directors.
• Review of appointment letters for Directors.
• Review and consideration of career progression and recruitment
proposals for other senior managers on Grade Levels 1 -3.
• Quarterly review of the Company’s HR Dashboard which
highlighted the following key updates: (i) headcount evolution
(including new hires and departures from the organization); (ii)
grade level spread; (iii) gender distribution trend; (iv) age
distribution; (v) employees by location; (vi) 5 year retirement
outlook; (vii) outcome of quarterly engagement with workforce
through the joint consultative committee (JCC); (viii) staff turnover
(attrition rate) relative to the global average annual rate; (ix)
Outcome of the 2023 Seplat People’s Voice (SPV) Survey; (x)
Learning and Development; (xi) Diversity and Inclusion; (xii) Key
Priorities for each quarter; and (xiii) Key issues within the human
resources space and industry outlook.
• Review of the Board Charter and the Terms of Reference of the
respective Board Committees.
• Consideration of terms for the engagement of consultants for the
Operational Readiness Management Offices for the completion of
the Mobil Producing Nigeria Unlimited (MPNU) acquisition.
• Proposal on the appointment of Mrs Eleanor Adaralegbe as
Executive Director and the new Chief Financial Officer.
• Consideration of 2024 Graduate Trainee Campaign.
• Consideration of the Company’s Culture Refresh and
Transformation including – (i) Overview of Culture Transformation
Journey and (ii) Seplat’s Desired Culture Pillars and Acronyms -
“SF-InPACT” (which means “Seplat-First, Inclusivity & Respect,
Performance-Driven, Agility, Confidentiality and Trust”).
• Reviewed the updates to some Corporate Governance Policies
such as the – (i) Corporate Communications Policy; (ii) Anti-Bribery
& Corruption (ABC) Policy; (iii) Conflict of Interest Policy; (iv) Board
Representation Policy for IJVs & Other Arrangements; (v) Diversity
& Inclusion Policy; (vi) Inside Information Policy; (vii) Share Dealing
Policy; (viii) Complaint Management Policy; and (ix) Child and
Forced Labour Policy.
• Post-acquisition of MPNU Integration Plans.
• Consideration of proposal for the engagement of consultant to
facilitate the FY 2024 Board Evaluation and Corporate
Governance evaluation.
Mr. Bello Rabiu
Chairman of the Nominations and Governance Committee
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
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Annual Report and Accounts 2024
Energy Transition
Committee report
Christopher J. N. Okeke
Chairman of the Energy Transition Committee
2024 Members
6
Feb
15
Apr
9
Jul
8
Aug
15
Oct
7
Nov
Bashirat Odunewu,
Chair1
N/A
N/A
N/A
N/A
N/A
1/1
Christopher J.N.
Okeke, Chair 2
N/A
5/5
Charles
Okeahalam3
N/A
N/A
N/A
N/A
N/A
1/1
Emma FitzGerald
6/6
Nathalie Delapalme
6/6
Ernest Ebi5
N/A
5/6
Babs Omotowa4&5
N/A
N/A
4/6
1.
Mrs Bashirat Odunewu was the Committee Chair from August 2023 until she left the
Committee in April 2024 due to Committee restructuring;
2.
Mr Christopher J.N. Okeke was appointed as Committee Chair in April 2024;
3.
Dr Charles Okeahalam resigned from the Board effective 31 March 2024;
4.
Mr Babs Omotowa joined the Committee in April 2024
5.
Mr Babs Omotowa and Mr Ernest Ebit recused themselves from the committee meeting
of the 7 of November due to a potential conflict of interest
I am pleased to present to you the Energy Transition Committee
report for the 2024 financial year.
The Committee held four meetings and two special (ad-hoc)
meetings in the financial year ended 31 December 2024. The dates,
attendance, and new membership records are as shown in the table
and notes 1 - 5 above.
The Committee sustained its oversight of the Pillar 2 (Midstream Gas
business), covering the existing gas business and the ANOH Gas
Processing Plant development. We also looked at the Pillar 3 (New
Energy) business to assess the viability of various new midstream
opportunities and to align them with the Company’s corporate strategy.
This strategic focus helps the Committee to navigate the gas market
and to position the Midstream Gas business as a robust standalone
entity. Finally, it helps to ensure Board oversight and deployment of
the Company’s energy transition agenda.
In the fiscal year under review, the Energy Transition Committee had
three Independent Non-Executive Directors and two Non-Executive
Directors as members. They bring strong leadership experience in the
Nigerian and international gas industry and business generally as well
as in depth knowledge of Finance. We now present hereunder a
summary of our activities during the financial year under review.
• Midstream Gas business (Pillar 2): Highlights of Midstream Gas
business carried out by the Energy Transition Committee during the
year include:
• Gas sales volume: During the year under review, the Committee
paid close attention to the efforts by Management to ensure the
reliability of supply to customers. This focus by Management led
to the successful delivery of the Oben Gas Plant Turnaround
Maintenance in August. There was also the completion of the
Sapele Integrated Gas Plant, which achieved first gas in
October. The market for gas remains positive in spite of the
historical challenges with the transmission network. The strong
offtake from higher-priced customers and the increase in the
national domestic gas base price are responsible for this positive
outlook.
• Collection of outstanding debt: in line with the Presidential
approval for recovery of legacy debts against gas royalties, the
Committee will continue to monitor the recovery efforts vis–a–vis
the alignment with the NUPRC on the recovery plan. Efforts are
also underway to recover the NGML legacy debt and
accumulated gas–to–power debts between September 2023
and December 2024.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Board committee reports continued
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Annual Report and Accounts 2024
• Third-party gas prospects: The Company has identified several
third-party fields that will provide the gas feedstock required to
meet our customers’ demand, maximise revenue and utilise the
installed processing capacity in the long-term, full lifecycle of the
assets. Technical and Commercial evaluations are in progress,
whilst the Committee will continue to monitor the maturation and
execution.
• Gas growth opportunities (CNG & LPG business development):
Sapele Gas plant has been identified as the ideal location to host
the projects, and significant progress has been made in their
development. The CNG project is moving towards the award stage
and is planned for delivery by Q3 2026, whilst the LPG is scheduled
for completion in Q2 2025.
• Midstream Gas business restructure: The Company has made
significant progress on the implementation of the Midstream Gas
business restructure, having received the JV partner’s (NEPL)
confirmation of ‘No objection’. Efforts are in progress to secure the
issuance of the licence by the Regulator within Q1 2025.
• Sapele Integrated Gas Plant Project (SIGP): The project achieved
first gas in October 2024 to maintain the Company’s position as
a leading and reliable supplier of ‘on-spec’ gas to the market.
• Midstream power opportunities (Pillar 3): The Company could not
progress the identified opportunity to Final Investment Decision
due to its likely impact on the successful completion of the
MPNU acquisition.
• ANOH: The ANOH project achieved the full installation of the scope
necessary for mechanical completion, paving the way for the
achievement of the commissioning (dry) gas ready-for-start-up
milestone on 24 February 2025. The ANOH Gas Processing
Company (AGPC) is now ready to receive gas, having achieved
these critical milestones. The AGPC team will continue
implementing the project to asset transition phase for the project.
Key highlights of deliberations and activities relating to the project
conducted by the Committee during the year include:
• Funding: revised project completion cost now stands at US$
824 million (initially US$ 787.36 million). This reflects a 7% increase
in Project Cost and a 79% increase in the cost of debt/partners’
recharge.
• Gas evacuation pipelines: The challenge with the Obiafu-
Obrikom-Oben (OB3) and Spur Line construction has caused
further delays. As a result, the completion target date has now
been moved to H1 2025. Every effort is being put into making
sure that the pipeline will be available to support the
commissioning of the gas plant.
Christopher J. N. Okeke
Chairman of the Energy Transition Committee
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
121
Annual Report and Accounts 2024
Risk Management and HSSE
Committee report
Mr. Babs Omotowa
Chairman of the Risk Management and HSSE Committee
2024 Members
17
Jan
16
Apr
11
July
15
Oct
Babs Omotowa3, Chairman*
N/A
3/3
Bello Rabiu3, Member*
N/A
N/A
N/A
1/1
Samson Ezugworie1, COO/Member
4/4
Olivier De Langavant2, Member
4/4
Kazeem Raimi2, Member
4/4
Koosum Kalyan3, Member*
N/A
N/A
N/A
1/1
Ernest Ebi2, Member*
N/A
3/3
1.
Executive Director.
2.
Non-Executive Director.
3.
Independent Non-Executive Director.
*
On 11 April 2024, the Board refreshed the Committee’s membership by appointing Babs
Omotowa and Ernest Ebi to replace Bello Rabiu and Koosum Kaylan as members of the
Committee. Babs Omotowa assumed the role of the Chairman of the Committee.
Dear Shareholders,
I am pleased to present the 2024 report of the Risk Management and
HSSE Committee. In the financial year ended 31 December 2024, the
Committee held four meetings. The dates and attendance records for
all the meetings can be seen in the table above, which also highlights
the changes to the Committee’s membership. I want to express my
heartfelt gratitude to the departing members for their invaluable
contributions to the achievements of the Committee. I am honoured
to be among new Committee members, whose fresh perspectives
will energise the Committee’s collective effort to dutifully discharge its
responsibilities.
The role of the Committee is to maintain oversight, on behalf of the
Board, on the risk management and health, safety, security and
environment (“HSSE”) aspects of Seplat’s business. The Committee
performs its role in line with the applicable Nigerian and UK
governance regulations and best practice. This is achieved through a
regular dialogue with management and a detailed quarterly review of
the domestic and international risk, operational, and HSSE landscape
for the Company.
The Committee is honoured to have worked assiduously with
management to ensure the delivery of the Company’s operational
targets and market guidance in a safe, sustainable and risk-efficient
manner. One of the testaments to our concerted efforts is the
Company’s successful completion of the Turnaround Maintenance for
the Oben Gas Plant, where all work scopes were delivered safely,
ahead of schedule, and within budget. The Committee’s activities are
summarised below and details on the related business achievements
are contained under the relevant sections of this Annual Report.
The Committee remains determined in its resolution to ensure that
Seplat remains at the frontier of operational excellence, safety and
efficient risk management.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Board committee reports continued
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Annual Report and Accounts 2024
Committee meetings are attended by the appropriate members of
senior management, such as the Chief Executive Officer, Chief
Financial Officer, Director Legal/Company Secretary, General Manager
of HSE, Head of Enterprise Risk Management, General Manager of
Internal Audit, Director of External Affairs & Social Performance, and
Director of Strategy & Business Development. As indicated in the
attendance table (above) and in line with the Nigerian Code of
Corporate Governance, an Executive Director (i.e., the Chief Operating
Officer) is a member of the Committee and therefore attends all
Committee meetings. Other specialists with appropriate technical
expertise are invited to attend and present at meetings of the
Committee, as and when required by the Committee.
Highlights of the business carried out by the Committee during the
year are as follows:
• Quarterly review of the enterprise risk register showing risks
across all assets (including the ANOH Gas Project). These reviews
extensively evaluated the top seven critical risks facing Seplat and
their respective risk mitigation outlooks. During the year, the
Company’s risk management and internal controls framework
(including risk classifications) were extensively reviewed with a
leading international consulting firm and updated to reflect best
practice. The Committee also guided management in re-
evaluating the Company’s Risk Appetite Statement and
framework. The Committee continues to ensure a robust
consideration of the Company risk framework in line with the
Company’s growth strategy and its evolving operating landscape.
Details are contained in the Risk Management section of this
Annual Report;
• Quarterly review of the Company’s operational performance,
including assessing performance against market guidance and
corporate strategy. The review included performance on
production, alternative evacuation solutions, well-delivery projects,
capital and brownfield projects, ANOH Gas Plant, asset integrity
and process safety management (including technological
deployments), Midstream Gas business, non-operated ventures,
crude oil theft/losses, end of routine flares projects, and security.
Details on each of these matters are reported under the relevant
sections of this Annual Report;
• Quarterly review of the HSE Management System and safety
achievements across all Seplat assets, including the ANOH Gas
Plant and OML 40 operations. These achievements were
measured against the 2024 Corporate HSE Business Plan and
guidance was given to management to strengthen the
Company’s performance. Details of the Company’s HSE
performance is reported under the Operational Review section of
this Annual Report;
• Review of the progress made by the Company regarding its
conditional Application for the Voluntary Conversion of OMLs 4,
38, 41 and 53 to the regime of the Petroleum Industry Act (“PIA”).
The key objective for the Committee was to keep abreast of the
evolving PIA landscape and its subsidiary regulations, in order to
ensure that the regulatory changes continued to align with the
Company’s assumptions for opting for voluntary conversion;
• Quarterly review of the Legal Risk Dashboard and Litigation Matrix,
which highlight the performance trends in contingent liability, key
legal risks, and high-profile litigation involving the Company.
Babs Omotowa
Chairman, Risk Management and HSSE Committee
(Independent Non-Executive Director).
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
123
Annual Report and Accounts 2024
Sustainability
Committee report
Madame Nathalie Delapalme
Chairperson of the Sustainability Committee
2024 Members
17
Jan
17
Apr
17
July
17
Oct
Madame Nathalie Delapalme,
Chairperson*
4/4
Ms. Koosum Kalyan**
4/4
Mr. Ernest Ebi, MFR*
4/4
Mr. Udoma Udo Udoma, SAN1**
N/A
N/A
N/A
1/1
Mr. Kazeem Raimi2*
N/A
3/3
Mr. Olivier Cleret de Langavant2*
N/A
3/3
1.
Mr. Udoma Udo Udoma, SAN stepped down from the Sustainability Committee following
his appointment as Board Chairman on 1 April 2024.
2.
Mr. Olivier Cleret de Langavant and Mr. Kazeem Raimi joined the Sustainability Committee in April
2024.
*
Non-Executive Directors
** Independent Non-Executive Directors
Dear Shareholders,
It is an honour to present to you the Sustainability Committee report
for the year 2024.
In the financial year ended 31 December 2024, the Committee held four
meetings. The dates and attendance records for all the meetings are
reflected in the table above. During the year under review, the
membership of the Committee was refreshed with Mr. Udoma Udo
Udoma SAN stepping down from the Committee following his
appointment as the new Board Chairman, while Mr. Olivier Cleret de
Langavant and Mr. Kazeem Raimi were welcomed as members of the
Committee.
A key responsibility of the Sustainability Committee is to maintain an
oversight role of the Company’s sustainability goals, which are firmly
embedded within Seplat’s governance structure. Within the period
under review, and as part of the ongoing evaluation process of
Seplat’s Board Charter/Board Committees’ Terms of Reference, the
Sustainability Committee’s Terms of Reference were updated
accordingly. The recent regulatory requirements for sustainability
reporting and disclosures in the Annual Report triggered the need to
identify and analyse the impact of material issues on Seplat’s business
in a systematic way. This materiality assessment allows Seplat to
identify the significance of its material issues to the Company and
society at large and also provides the basis for assessing and evolving
Seplat’s strategy as it relates to matters of sustainability.
In the past year, the Committee strategically focused and continued
to monitor the progress of the following projects:
(a) Project Harmony: As part of the Company-wide sensitisation on
the harmonisation of all policies, procedures, processes and
manuals, the Committee considered and approved some
corporate governance policies such as the Revised Gifts &
Hospitality Policy; Political and Charitable Contribution Policy; etc.
Also approved was the Sustainability Reporting Policy which
establishes the framework for Seplat’s sustainability reporting. All
the approved policies are available on the Company’s website.
(b) Achieved major milestones in the Tree4Life project with Phase I
fully commenced in Edo State with the planting of 12,000 trees.
(c) Continuous monitoring and implementation of the net zero
roadmap on the end of routine gas flares across all the facilities;
You will see below details of the activities carried out during the year
while further details on the Company’s sustainability activities are also
contained on pages 50 to 63.
I will be available at the AGM of the Company to be held on 14 May 2025
in Lagos, Nigeria to engage with shareholders, or if you are not able to
meet me there, I can be contacted via the Company Secretary.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Board committee reports continued
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Annual Report and Accounts 2024
The Sustainability Committee consists of five members — one
Independent Non-Executive Director and four Non-Executive
Directors. The Committee met four times in 2024, and at every
meeting, members of the Sustainability Management Committee
(SMC) were in attendance. The SMC consists of the Chief Executive
Officer; Chief Operations Officer; Chief Financial Officer; Director,
Legal/Company Secretary; Director, New Energy; Director, External
Affairs & Social Performance; Director, Corporate Services; Director,
Strategy, Planning & Business Development; and the Manager,
Strategy, Planning & Business Development.
Highlights of business carried out by the Sustainability Committee
during the year are as follows:
1.
Successfully submitted the 2023 Sustainability Report to the
Nigerian Exchange in compliance with the NGX directive to all
listed companies to submit and publish their sustainability reports
before the end of March of every year.
2. Received updates on the Sustainability Report which focused on:
(i)
Update on 2023 Sustainability Report;
(ii)
Update on ESG Gaps Closure including actions taken to close
out the identified gaps;
(iii)
ESG Performance Assessment;
(iv)
End of routine flares road map reflecting key projects driving
the flares out efforts;
(v)
2024 ESG Plan which includes the Environment 2024 Plan
and Traction, Governance 2024 Plan and Traction, Social
(Internal) 2024 Plan and Traction and Social (External) 2024
Plan and Traction;
(vi)
Strategic considerations for Carbon Credit Development and
Monetisation, Seplat Materiality Assessment etc.
3. Received updates on the Corporate Social Investment and Social
Performance Report which highlighted the following CSR activities:
(i)
Education Summit and STEP Graduation Ceremony of 358
teachers;
(ii)
Deployed Eye Can See programme in the Western Asset;
(iii)
Independent assurance for Sustainability Report;
(iv)
Commissioned eye centre in Sapele;
(v)
Signed collaboration agreement with Microsoft and with the
UN Women;
(vi)
ISO 26000 post endorsement compliance;
(vii) Signed a Memorandum of Understanding with the Edo State
Government for the grant of 6,000 hectares of land for the
Tree4Life Project; etc.
4. Considered quarterly updates on the Seplat Tree4Life Project
which focused on the following achievements:
(i)
Kicked off Phase 1 Tree4Life activities with community
engagement and baseline study;
(ii)
Concluded land survey and received survey report on the first
1,000 hectares;
(iii)
Concluded baseline studies, including aerial capture of the
1,000 hectares;
(iv)
Received allocation of the second 1,000 hectares;
(v)
Commenced phase 1 planting of 12,000 trees.
5. Successfully registered Seplat as a member of the Extractive
Industries Transparency Initiative (EITI) which is considered a huge
step given its positive impact in promoting Seplat’s global
reputation and brand.
6. Received update on Seplat’s integrated reporting, which includes a
three-year plan to achieve full compliance with the Integrated
Reporting (IR) Framework and IFRS Sustainability Disclosure
standards, and which was categorised into various actions for
Year 1 focus (2023 Report), Year 2 focus (2024 Report) and Year 3
focus (2025 Report). Concerning the state of preparedness
towards ensuring compliance and minimising risks, activities under
materiality assessment were fully completed while activities under
ESG target setting and other IFRS S1 & S2 deliverables would all be
completed by the end of February 2025.
7. Reviewed sustainability communications assessment updates
which focused on the Connected Impact Evaluation. Main findings
from the review were as follows:
(i)
Major shifts forward were achieved in the disclosure of key
sustainability related metrics across sustainability areas.
(ii)
Seplat leads in communication and disclosures in the
following three out of five Sustainability Accounting Standards
Board (SASB) categories: (i) Business Model and Innovation,
(ii) Environment; and (iii) Social Capital.
(iii)
Overall, Seplat implemented a total of 59 recommendations
as of the end of Q2, while Connected Impact made a total of
44 new recommendations.
8. Quarterly review and monitoring of the Company’s Corporate
Social Initiatives which includes: (a) Seplat Youth Entrepreneurship
Programme; (b) Seplat Innovators Programme (SIP); (c) Pearls Quiz
and STEM programme; (d) Eye Can See Programme across the
Eastern and Western Assets; (e) Continued GMOU implementation
and Partnership management with the communities through
sustainable community development/infrastructure projects,
relationship management and support of the operations of the
Company across the different facilities; (f) Successful monitoring of
the Host Communities Development Trusts for all the Company’s
Assets (Western and Eastern Assets) with select community
representatives as members of the Board of Trustees in line with
the implementation of the Petroleum Industry Act 2021 (PIA)
directive; etc.
9. Quarterly review of the implementation of the net zero roadmap
on the end of routine gas flares across all the facilities.
10. Review of quarterly reports from the Sustainability Management
Committee that oversees the performance of activities that ensure
the execution of key sustainability initiatives underpinning Seplat’s
corporate strategy, while also serving as the link between the SLT
and the Board on sustainability matters.
Madame Nathalie Delapalme
Chairperson of the Sustainability Committee
(Non-Executive Director).
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
125
Annual Report and Accounts 2024
Remuneration
Committee report
Emma FitzGerald
Chairperson of the Remuneration Committee
2024 Members
6-
Feb
16-
Apr
9-
Jul
15-
Oct
11-
Dec
Emma FitzGerald, Chair1
5/5
Charles Okeahalam (SID)2
N/A
N/A
N/A
N/A
1/5
Bello Rabiu (SID)3
5/5
Koosum Kalyanr1
5/5
Christopher J.N. Okeke1
5/5
1.
Independent Non-Executive Director.
2.
Dr. Charles Okeahalam, Senior Independent Non-Executive Director (SID) ceased to be a
member of the Committee upon retirement from the Board on 31 March 2024.
3.
Mr. Bello Rabiu succeeded Dr. Charles Okeahalam as SID effective 1 April 2024.
The Remuneration Committee is a standing committee of the Board
and is comprised of Independent Non-Executive Directors in
compliance with the Nigerian Code and the UK Code. Details of the
Terms of Reference for the Remuneration Committee and a summary
of the activities conducted during the year are set out below.
The Remuneration Committee is established to ensure that
remuneration arrangements for Seplat’s Chairman, Executive
Directors, Non-Executive Directors, and senior management support
the strategic aims of the business and enable the recruitment,
motivation and retention of relevant skilled personnel while satisfying
the expectations of shareholders. Details of the Company’s
Remuneration Policy as approved by the shareholders are outlined on
pages 135 to 138 of the 2024 Annual Report and Accounts. No
Director participates in any decisions relating to his/her own
remuneration.
All members of the Remuneration Committee are Independent Non-
Executive Directors in order to preserve the transparency and integrity
of remuneration processes. The Remuneration Committee meets at
least four times a year, and, when required, the meetings are attended
by appropriate senior management of the Company (such as the
Chief Executive Officer and Director Corporate Services who is in
charge of Human Resources), and external advisors upon invitation.
When proposing remuneration to the Board, the Committee
ensures that:
• the remuneration for Executive Directors is appropriately balanced
between fixed and variable pay elements, which may include
annual bonus and equity-based awards;
• Executive Directors do not receive any sitting allowances or fees
that may be payable to Non-Executive Directors;
• the remuneration of Non-Executive Directors is determined by the
Chairman and the Chief Executive Officer; and
• no Director or manager participates in any decisions as to his/her
own remuneration.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Board committee reports continued
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In accordance with its Terms of Reference, the Remuneration
Committee assists the Board in:
• Determining the framework for the remuneration of the Chairman,
Chief Executive Officer, Executive Directors, and members of
senior management, including without limitation, the schemes of
performance-based incentives (including share incentive plans)
and pension arrangements and benefits for the Executive
Directors and senior management.
• Ensuring that contractual terms and payments in respect of
dismissal, loss of office or termination (whether for misconduct or
otherwise) are fair and not excessive to the individual.
• Providing appropriate input on Directors’ remuneration for the
Company’s Annual Report and Accounts.
• Preparing necessary remuneration procedures and policies in
compliance with the Nigerian Code, UK Code and other applicable
laws and regulations, and in consideration of remuneration trends
in the oil and gas industry in the area where Seplat operates.
• Reviewing remuneration and related matters to ensure that they
are consistent with corporate governance best practice.
• Reviewing up-to-date information about remuneration in other
companies in the oil and gas sector with the aid of external
consultants.
• Overseeing any major changes in employee benefits structures
throughout Seplat.
• Designing the policy for authorising claims for expenses from
Executive and Non-Executive Directors.
• Regularly reviewing the ongoing appropriateness and relevance of
the Company’s Remuneration Policy.
Highlights of business conducted by the Remuneration Committee
during the year include:
• Review of the bonus outturn against the corporate and individual
Performance targets (‘scorecards’) for the 2023 financial year.
• Setting the 2024 Corporate Bonus Performance targets
(‘scorecards’) for the CEO, CFO, COO and senior management.
These targets are cascaded throughout the Company to ensure
alignment.
• Remuneration considerations for retiring Chairman, Mr. Basil Omiyi
and retiring SID. Cr. Charles Okeahalam, in line with the existing
Remuneration Policy, corporate guidelines and governance
requirements.
• Remuneration considerations for new Chairman, Mr. Udoma Udo
Udoma and new SID Mr. Bello Rabiu, in line with the existing
Remuneration Policy, corporate guidelines and governance
requirements.
• Review of the 2021 Long Term Incentive Plan (LTIP) outcomes to
determine the formulaic outcome, consider if discretion is
applicable and approve final vesting levels.
• Remuneration considerations for the retiring CFO, new CFO,
incoming New Energy Director and new MD AGPC.
• Review and approval of the 2024 LTIP Schedule and Targets in
line with the Remuneration Policy.
• Remuneration considerations for the MPNU Operational
Readiness Leads.
• Setting of Performance targets for Executive Directors in relation
to performance-related salary increases, including personalised
strategic objectives to be applied to other Executives to trigger
the 2025 performance related salary increase.
• Quarterly review of Company’s performance against 2024
Corporate Scorecards.
• Review of the performance of in-flight LTIP awards for 2022, 2023
and 2024.
• Review of the Annual Statement to the Directors’ Remuneration
Report (“DRR”) including the draft 2024 Remuneration Policy
Directors’ Remuneration Policy; the AGM summaries of the rules
of the 2024 Deferred Annual bonus Plan (‘DBP’) and the 2024
Long Term Incentive Plan (‘LTIP’).
• Review of key executive remuneration trends in 2024 AGM
season, market trends from major industry peers.
• Review of pay benchmark exercise for Directors, executive
management, and the wider workforce.
• Commencement of the review of remuneration to ensure that
arrangements remain appropriate and fit for purpose following
completion of the SEPNU transaction.
• Consideration of remuneration arrangements below Board,
including initial steps towards harmonising arrangements across
the post-completion workforce.
• Review of proposed updates to the Remuneration Committee’s
Terms of Reference.
• Review of the 2024 Remuneration Survey Outcome for below-
Board employees to ensure Company’s pay levels remain
competitive and in line with shareholders’ approved Remuneration
Policy.
• Considered and presented for Board approval, the 2024 cost-of-
living adjustment (“COLA”) and increase on salary and fees for
Directors, executive management, and the wider workforce to
cater for inflation.
• Review of overall levels of remuneration relative to shareholder
experience and overall financial performance.
• Review of the Remuneration Committee effectiveness in line with
best practice, compliance with the 2018 UK Corporate
Governance Code, the 2018 Nigerian Code of Corporate
Governance and the shareholder approved Remuneration Policy.
• Considered and presented the 2025 Corporate Scorecard for
Board’s approval to ensure early cascading to the wider
workforce early January 2025.
The Committee will continue to be mindful of the concerns of
shareholders and other stakeholders and welcomes shareholder
feedback on any issue related to executive remuneration. In the first
instance, please contact our Director Corporate Services.
Emma FitzGerald
Chairperson of the Remuneration Committee
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
127
Annual Report and Accounts 2024
Remuneration Committee’s
Chair letter
Dear Shareholder,
On behalf of the Remuneration Committee (‘the Committee’), I am
pleased to present the Directors’ Remuneration Report for the year
ended 31 December 2024. The Remuneration Report sets out the
work of the Committee during the year and provides context for the
decisions taken considering the Company’s performance, the
implementation of our current Remuneration Policy for the year ended
31 December 2024, and planned implementation for the year ending
31 December 2025.
Our Remuneration section of the Directors’ Remuneration Report,
including the forward-looking proposed Remuneration Policy, was put
to shareholder vote at the 2024 AGM. We were pleased to receive
overwhelming support from 100% of shareholders on this resolution.
Corporate performance highlights
The business continued to demonstrate strong operational and
strategic progress in 2024, culminating with the transformational
acquisition of Seplat Energy Producing Nigeria Unlimited (‘SEPNU’)
(formerly Mobil Producing Nigeria Unlimited) which added significant
scale and attractive low-cost growth potential. Confidence in
business outlook, underpinned by Seplat’s strong set of financial and
operational outcomes, has resulted in a continued uplift in share price
performance for investors and enabled us to declare total dividends in
2024 (including special dividend) of US$ 16.5 cents per share, up 10%
on 2023.
Financial highlights also include:
• Revenue growth of 5.2% to $1,116.2 million. EBITDA growth of 20.3%
to $539.0 million.
• Cash generated from operations of $384 million, down 26% on
2023, impacted by: timing of liftings, one-off costs predominantly
associated with the SEPNU acquisition and working capital
acquired on consolidation of SEPNU.
• Net debt at year end of $898 million and debt-to-EBITDA ratio of
0.7, reflecting additional payment facilities drawn to fund the
completion of the SEPNU acquisition.
• Robust balance sheet with 4.4% increase in year-end cash at bank
of $469.9 million, excluding $132.2 million restricted cash.
Excluding SEPNU’s contribution, the business achieved average
production of 48,618 boepd, representing a 2% increase from 2023.
Including 19 days of SEPNU production, reported production reached
52,947 boepd, 11% higher than 2023. Other operational highlights
include:
• Independently audited 2P reserves up 85% to 886 MMboe, as at
year-end 2024.
• Positive results in drilling, with an organic reserve replacement ratio
in onshore assets of 176%.
• Trans Niger Pipeline resumed 24hr operations in Q4 2024, with OML
53 oil production growing by 60% on 2023 due to improved export
availability.
• Sapele Integrated Gas Plant (IGP), first commissioned in Q4 2024,
achieved first commercial gas sales in early 2025.
• Maintained the second consecutive year without any LTI on the
Company’s operated assets.
The Company continues to build on the enlarged scale of business.
This year we will focus on re-opening previously shut wells in SEPNU,
pushing another full drilling campaign for onshore assets and
delivering first gas at ANOH. Subsurface work and contracting for
kickstarting an infill drilling campaign at SEPNU will also be
accelerated. Strategic maintenance and integrity activities will be the
focus for SEPNU in 2025, including targeting short cycle oil growth and
laying a foundation for sustained improvement to support long-term
growth. The key areas of 2024 performance and 2023 comparative
performance are set out below:
2024
2023
Revenue (US$’000 million)
1,116
1,061
Profit (loss) before tax (US$’000 million)
379
191
Oil production volume (bopd)
33,465
28,087
Gas production (average daily rate, MMscfd)
108
114
2P Reserves (MMboe)
886
478
Lost time incident frequency rate (‘LTIF rate’)
–
–
Remuneration outcomes for the 2024 financial
year
Our Remuneration Policy remains closely aligned to our business
strategy, the market, and shareholder interests. The Committee
calibrated the 2024 annual bonus Corporate Scorecard around
targets linked to the six pillars and safety element underpinning the
Company’s strategy. The 2024 annual bonus scorecard included
measures on Safety, ESG, Financial performance (profitability, cash
generation and cost leadership, Pillar-1 Upstream, Pillar-2 Midstream
Gas and Pillar-3 New Energy). The 2022 LTIP award measured our
success in delivering long-term absolute and relative shareholder
value and maintaining operational and technical excellence over the
three-year performance period to 31 December 2024.
The diagram below sets out the year end process taken by the
Committee to determine the final incentive outcomes.
1
Assess performance against targets
2 Review outcomes with management and other Committees to
ensure holistic reflection of performance
3 Consider outcomes in the context of the wider workforce and
environment
4 Use judgement to reflect whether discretion is required,
considering the market and shareholder interests
The Committee reviewed the Company’s performance against the
bonus scorecard and determined that the Company overall had
performed between on-target and maximum. The 2024 annual bonus
outcome was 79% of maximum for the CEO, CFO and COO. The
bonus outcome is higher than the 2023 outcome of 76%, reflecting
the Company’s strong financial position and excellent operational
performance in 2024. The management team demonstrated
exceptional leadership throughout a year of significant business
transformation, including the successful completion of the Mobil
Producing Nigeria Unlimited (now Seplat Energy Producing Nigeria
Unlimited (SEPNU)) deal, leading to the strongest performance out-
turn against the annual bonus scorecard in the 10 years since IPO. The
Committee determined that this transformational year should be
recognised and therefore determined it appropriate to provide an
uplift in the 2024 maximum bonus opportunity of 200%, 150% and
125% of salary for the CEO, CFO and COO, respectively to recognise
the significant contribution of all three Executive Directors to delivering
the SEPNU transaction during 2024. The annual bonus scorecard out-
turn of 79%, as determined by the Committee, is applied to these
opportunity levels. This is within the flexibility of the shareholder-
approved 2024 Remuneration Policy.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Directors' remuneration report
Seplat Energy Plc
128
Annual Report and Accounts 2024
The determination of the Corporate Scorecard outcome is cascaded
through the organisation; therefore, it is not only used for the
Executive Directors, but also for the bonuses of senior and middle
management. The Committee is cognisant of the impact on the wider
workforce when determining outcomes using the process laid out
above. The Committee considered the deemed level of scorecard
achievement of 79% to be reflective of the Company’s underlying
performance and therefore no discretion was exercised in relation to
the annual bonus outcome from the formulaic scorecard outturn.
The 2022 LTIP awards, for which the performance period ended on 31
December 2024, will vest in 2025. I am pleased to announce that the
Company performed significantly above the upper quartile of the TSR
comparator group, outperformed oil price growth by at least 10% and
achieved absolute TSR of 228%, significantly above 100%. This results
in a formulaic vesting outcome of 100% of maximum (noting that this
includes the 1.2 multiplier on the base award which was awarded to
reflect the absolute TSR achieved over the performance period), prior
to the assessment of the broad underpin of the qualitative review of
the Company’s operations. The Remuneration Committee conducted
its qualitative review of Seplat’s operations in line with the LTIP
underpin, and determined the Company’s operations were reflective
of the underlying performance over the three-year period ended 31
December 2024. No downward discretion was therefore applied to
the formulaic outcomes. The resulting overall 2022 LTIP vesting level is
100% of maximum.
Awards granted to Executive Directors are subject to a two-year post
vesting holding period, whereas for all other participants 60% of these
awards will be released immediately, with the remaining 40% being
released in equal instalments after a one and two-year holding period.
In last year’s Directors’ Remuneration Report, we disclosed that the
maximum 2024 LTIP opportunity levels would be increased to 450%,
360% and 360% of salary for the CEO, CFO and COO, respectively,
only in the event the SEPNU transaction completed before Q3 2024.
As the transaction was not complete by this time, the LTIP awards for
2024 remained at their normal levels of 300%, 240% and 240%,
respectively. However, given the ongoing integration of the two
businesses and the desire for an appropriate LTIP incentive which
measures the success of the business post MPNU transaction, the
Committee has deferred the timing of any enhanced award to later in
the year.
Executive Director changes in the year
As disclosed on 29 April 2024, Mr. Emeka Onwuka retired as an
Executive Director on the Board of Seplat Energy effective 1 May 2024,
and also retired as the Chief Financial Officer effective 21 May 2024.
Mr. Onwuka has been treated as a good leaver and his remuneration
arrangements have therefore been determined in line with the 2024
Remuneration Policy for a good leaver.
All unpaid annual cash allowances and pension contributions were
time-prorated for 2024, and he was entitled to a loss of office
payment of six months’ salary to reflect the 12 months’ notice period.
Company-provided benefits ended with effect from his retirement
date. Mr. Onwuka is entitled to a pro-rated 2024 annual bonus to his
retirement date, subject to performance and paid in cash following
the performance assessment. He is entitled to a 2024 LTIP Award,
time pro-rated and subject to company performance, in line with the
Company’s LTIP Rules. In line with the 2024 Remuneration Policy for
good leavers, and in particular individuals employed in Nigeria and
ceasing to be in employment by reason of reaching the compulsory
retirement age, all in-flight LTIP awards and Deferred Bonus share
awards will vest, exempted from time-proration. The vesting of in-
flight LTIP and Deferred Bonus awards will follow their original vesting
schedule and conditions. Further details of Emeka’s leaving
arrangements are set out on page 132.
To succeed Mr. Onwuka, Mrs. Eleanor Adaralegbe was appointed as
an Executive Director on the Board effective 1 May 2024, and as the
Chief Financial Officer effective 21 May 2024. This strategic decision
aligns strongly with the Board's Succession Forward Plan. Eleanor’s
base salary was set at $700,000 on appointment, below that of her
predecessor to reflect her experience and allowing for headroom for
growth over a two-year period, subject to performance.
Mrs. Adaralegbe’s benefits and incentives are in line with the 2024
Remuneration Policy, and that of her predecessor. Maximum annual
bonus in a normal year will be set at 100% of salary, with 25% of any
bonus earned deferred into shares for two years. As set out above,
Mrs. Adaralegbe’s 2024 maximum annual bonus opportunity was
increased to 150% of salary to recognise her significant contribution to
the successful SEPNU transaction. Mrs. Adaralegbe’s LTIP opportunity
for 2024 will be 240% of salary, in line with her predecessor. Her 2024
LTIP award was time prorated to reflect four months on her below
Board salary (as CFO Designate) and eight months’ CFO salary.
Main Remuneration Committee actions and
decisions in 2024
We set out below the key Remuneration Committee actions and
decisions in 2024:
• Review of the bonus outturn against the corporate and individual
Performance targets (‘scorecards’) for the 2023 financial year.
• Setting the 2024 Corporate Bonus Performance targets
(‘scorecards’) for the CEO, CFO, COO and senior management.
These targets are cascaded throughout the Company to ensure
alignment.
• Remuneration considerations for retiring Chairman, Mr. Basil Omiyi
and retiring SID Dr. Charles Okeahalam, in line with the existing
Remuneration Policy, corporate guidelines and governance
requirements.
• Remuneration considerations (for Board approval) for new
Chairman, Mr. Udoma Udo Udoma and new SID Mr. Bello Rabiu, in
line with the existing Remuneration Policy, corporate guidelines
and governance requirements.
• Review of the 2021 Long Term Incentive Plan (LTIP) outcomes to
determine the formulaic outcome, consider if discretion is
applicable and approve final vesting levels.
• Remuneration considerations for the retiring CFO, new CFO,
incoming New Energy Director and new MD AGPC.
• Review and approval of the 2024 LTIP Schedule and Targets in
line with the Remuneration Policy.
• Remuneration considerations for the MPNU Operational
Readiness Leads.
• Consideration of Milestone payment for employees on 10
anniversary of Stock Exchange Listing.
• Setting of performance targets for Executive Directors in relation
to performance-related salary increases, including personalised
strategic objectives to be applied to other Executives to trigger
the 2025 performance related salary increase.
• Quarterly review of Company’s performance against 2024
Corporate Scorecards.
• Review of the performance of in-flight LTIP awards for 2022, 2023
and 2024.
• Review of proposal on below-Board recognition award for MPNU
acquisition (including principles to govern such award post-
acquisition completion).
• Review of the Annual Statement to the Directors’ Remuneration
Report (DRR) including the draft 2024 Directors’ Remuneration
Policy, the AGM Summaries of the rules of the 2024 Deferred
Annual bonus Plan (DBP) and the 2024 LTIP.
• Review of key executive remuneration trends in 2024 AGM
season, market trends from major industry peers.
• Review of pay benchmark exercise for Directors, executive
management, and the wider workforce.
• Commencement of the review of remuneration to ensure that
arrangements remain appropriate and fit for purpose following
completion of the SEPNU deal.
• Consideration of remuneration arrangements below Board,
including initial steps towards harmonising arrangements across
the post-transaction workforce.
• Review of proposed updates to the Remuneration Committee’s
Terms of Reference.
• Review of the 2024 Remuneration Survey Outcome for below-
Board employees to ensure the Company’s pay levels remain
competitive and in line with shareholders’ approved Remuneration
Policy.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
129
Annual Report and Accounts 2024
• Considered and presented for Board approval of 2024 cost-of-
living adjustment (COLA) and increase in salary and fees for
Directors, executive management, and the wider workforce to
cater for inflation.
• Review of overall levels of remuneration relative to shareholder
experience and overall financial performance.
• Review of the Remuneration Committee effectiveness in line with
best practice, compliance with the 2018 UK Corporate
Governance Code, the 2018 Nigerian Code of Corporate
Governance and the shareholder approved Remuneration Policy.
• Considered and presented the 2025 Corporate Scorecard for the
Board’s approval to ensure early cascading to the wider
workforce in early January 2025.
Non-Executive Director changes
During 2024, there were changes to the composition of the Board in
relation to Non-Executive Directors. As disclosed last year, Mr. Basil
Omiyi (CON) and Dr. Charles Okeahalam stepped down from the
Board on 31 March 2024. As announced on 29 February 2024, Mr.
Udoma Udo Udoma was appointed as the Company's new
Independent Non-Executive Chair to succeed Mr. Basil Omiyi,
effective 1 April 2024. The Board set the Chair’s base fee at $897,000.
As announced on the same day, Mr. Bello Rabiu was also appointed
as the new Senior Independent Non- Executive Director effective 1
April 2024, to succeed Dr. Charles Okeahalam. On appointment, the
Senior Independent Non-Executive Director fee was set at $178,042
for the NED base fee, plus US$201,386 for additional SID fee, below
that of his predecessor.
Babs Omotowa also joined the Board on 1 April 2024, as an
Independent Non-Executive Director of the Company.
Non-Executive Director fees on appointment are set in line with the
shareholder approved 2024 Remuneration Policy, and any exit
payments were made in line with the respective letters of
appointment. Full details of remuneration for departing Non-Executive
Directors were disclosed in last year’s Remuneration Report, and full
details of any payments made in 2024 to Directors who left the Board
have been determined in line with shareholder-approved policy and
are set out in this report on page 140.
Proposed operation of the Remuneration Policy in
2025
• The Committee reviewed the current salary and fees for the
Executives and determined that Executive Directors should
receive a 2.2% base salary increase as a cost of living adjustment
(which is below the UK and Nigerian wider workforce salary
increases of 6.75% and 45% respectively).
• It was also determined that a similar cost of living adjustment of
2.2% applied to the fees for the Chair and Non-Executive
Directors. A summary of the 2025 fees, including the incoming
Chair fee, are included in this report.
• On appointment to the role, the CFO’s salary was set below the
targeted level and that of their predecessor, with the intention to
review the fee level and adjust it towards the Company’s targeted
market positioning, subject to continued strong performance.
Reflecting the CFO’s strong performance in the role to date, the
Committee determined an additional performance-related
adjustment of 7.8% was appropriate, bringing the fee level more
in line with the salary of her predecessor.
• The bonus will be operated in line with the Remuneration Policy.
Awards of up to 150% of salary for the CEO and 100% for the
CFO and the COO will be made. The performance conditions will
reflect the six pillars and safety element underpinning the
Company’s updated strategy.
• In last year’s Directors’ Remuneration Report, we disclosed that
the 2024 LTIP opportunity levels would be increased to 450%,
360% and 360% of salary for the CEO, CFO and COO,
respectively, to incentivise the long-term delivery of a successful
integration. The Company did not make these enhanced awards
for the 2024 LTIP due to the timing of the transaction. The
Company has not completed its full integration plan at the time of
determining the 2025 LTIP awards and therefore is not in a
position to grant the intended enhanced LTIP. The intention is
therefore to grant a 2025 LTIP award in line with the normal award
levels (300%, 240% and 240% of salary, noting that this includes
the 1.2 multiplier). Once there is greater clarity on the integration
plan and the corresponding impact on remuneration has been
further assessed, an additional uplift to the 2025 LTIP awards may
be granted, increasing the initial 2025 LTIP grants up to a
maximum of 450%, 360% and 360% of salary for the CEO, CFO
and COO, respectively (i.e. a grant of an additional 150%, 120%
and 120% of salary, respectively).
• 2025 LTIP awards will vest over three years and are planned to be
subject to relative and absolute TSR performance and a broad
underpin. We are in the process of finalising the performance
measures to ensure that the relative TSR peer group reflects the
impact of the SEPNU acquisition and that the underpin will reflect
a qualitative view of the key integration goals and will be finalised
and disclosed ahead of the grant. This will ensure close alignment
of payouts for participants with the long-term interests of
shareholders. Details of the performance conditions applying to
the 2025 LTIP awards will be set out in the RNS disclosing the
grant of this award.
Wider workforce
The robust performance of the Company would not have been
possible without developing all our people which includes significant
formal training, full support, and incentives to perform to the best of
their abilities. We recognise that it is also critical for our employees to
feel valued as well as to be paid fairly. During the 2023/2024
Remuneration Policy review process, we reviewed wider workforce
remuneration policy and have started to review wider workforce
policies across the post-transaction population to get to a place of
consistency.
The Company operates an extensive range of mechanisms and
instruments for workforce engagement which cover all employee
populations, including a Joint Consulting Committee, regular
communication on critical business events, periodic townhall
engagement, focus employee group sessions on living Seplat values,
a workshop on remuneration philosophy, the HR quarterly dashboard,
visiting employees, Seplat People’s Voice (SPV) survey and the
Whistleblowing Policy. In addition, we also ran virtual Town Hall
sessions where colleagues had the opportunity to raise questions and
discuss business issues, providing feedback on subjects including
remuneration. This full suite of mechanisms was utilised during 2024
to ensure that robust employee engagement was maintained. Please
see page 24 for details of actions undertaken in 2024.
We are committed to providing an inclusive workplace, encouraging,
and welcoming diversity with a zero tolerance of harassment and
discrimination. Although we don’t publish gender pay data, as we
have far fewer than 250 employees in the UK, our internal audits have
shown that there are no equal pay concerns, with no difference
between the pay of men and women doing the same job. Our
colleague engagement levels show that people enjoy working at
Seplat, but high retention, particularly in more senior roles, means the
pace of change is slower than we would like. As a result of this, we
have initiatives to support the development of all women at Seplat
and ensure their development into senior roles, particularly in the
technical area.
The Committee considers wider employee pay as context for the
decisions it makes, which has been particularly important in 2024
considering the continued challenging cost of living environment and
the SEPNU acquisition. The Committee is aware of the wider
macroeconomic environment in the territories it operates, in particular
the impact of high inflation. I am therefore pleased that we have
continued to invest in our reward offering for the wider workforce
through an average Nigerian workforce salary increase of 45% with
targeted above market increases for selected roles. The Committee is
also happy that 89 of our colleagues received 2024 LTIP awards,
which represents around 18% of our workforce.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Directors' remuneration report continued
Seplat Energy Plc
130
Annual Report and Accounts 2024
Engagement with shareholders
The Committee takes the views of shareholders seriously and these
views are considered in shaping our Remuneration Policy and
practice. If any shareholders wish to discuss the Company’s
remuneration arrangements, the Remuneration Committee Chair
would be happy to meet with you. The Board and investor relations
team manage and develop Seplat’s external relationships with current
and prospective investors and the Company regularly monitors
shareholder reaction and commentary regarding its remuneration
practices.
The Board and senior management team of the Company are also
available to discuss any issues with shareholders before the Annual
General Meeting. Additionally, the Board maintains a dialogue with
investors outside the AGM to foster mutual understanding of
objectives and to gain a balanced view of key issues and concerns of
shareholders.
Remuneration and Sustainability at Seplat
The Remuneration Committee plays a vital role in ensuring that our
Remuneration Policy aligns with the successful execution of our
strategy. In line with this commitment, remuneration for Directors,
senior management and the wider workforce is intricately tied to
achieving Company objectives which includes progressively building
sustainability in the business and achieving our energy transition goals.
The Remuneration Committee, overseen by the Board, set and
reviews the Corporate Scorecard that covers our strategy execution
in detail. This scorecard incorporates specific climate-related Key
Performance Indicators (KPIs) designed to measure and incentivise
progress in line with our sustainability objectives. Further information
on KPIs related to our GHG emissions can be found on page 45.
In 2024, 27.5% of the KPIs on our Corporate Scorecard were
dedicated to sustainability targets, which included a 5% component
to achieving three key milestones related to Seplat's end-of-routine
flaring program and the Company fully achieved all the key milestones
on the program. The total outturn of the scorecard impacted
Executive Directors’ performance bonus payout, demonstrating that
Seplat clearly links executives' pay to achieving sustainability goals.
Similarly, sustainability goals are integrated into the Company’s
Corporate Scorecard for 2025, and this includes components
dedicated to achieving pivotal milestones in Seplat's end-of-routine
flaring program at our field locations in Sapele, Oben, and Ohaji-South.
Social targets, encompassing community development projects,
reforestation programme and employee engagement have a 7.5%
weighting on the Corporate Scorecard, while safety targets contribute
10%. This proactive strategy emphasises our dedication to aligning
financial incentives with our sustainability agenda, ensuring the
Company’s leadership is actively invested and accountable for
realising our environmental objectives.
Summary
I hope that you find the information in this report helpful, and I look
forward to your support at the Company’s AGM. I am always happy to
hear from the Company’s shareholders and you can contact me via
the Director, Corporate Services, Steve Ojeh, if you have any
questions on this report or more generally in relation to the
Company’s remuneration.
Finally, I want to recognise that the Company’s performance would
not be possible without the continued commitment, resilience and
flexibility shown by our employees. To all colleagues – thank you for
your hard work and commitment to making Seplat Energy the robust
business it remains today.
Notes
This report has been prepared taking into account the principles of
Schedule 8 to the Large and Medium-sized Companies and Groups
(Accounts and Reports) Regulations 2008 as amended, the provisions
of the UK Corporate Governance Code (the ‘Code’) and the Listing
Rules.
As Seplat is a Nigerian registered company, this report has also been
prepared considering the disclosure requirements under Nigerian law,
and specifically the Companies and Allied Matters Act (CAMA). These
rules, require the remuneration of all Directors, other than the Chief
Executive Officer, to be approved by shareholders at the AGM.
The report consists of four sections:
• the Annual Statement by the Remuneration Committee Chair
(pages 128 to 131);
• the At a glance section (pages 132 to 138;
• a summary of the Remuneration Policy; and
• the Annual Report on Remuneration which sets out payments
made to the Directors and details the link between Company
performance and remuneration for the 2024 financial year (pages
139 to 146).
Dr. Emma FitzGerald
Chairperson of the Remuneration Committee
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
131
Annual Report and Accounts 2024
At a glance
Introduction
In this section, we highlight the performance and remuneration outcomes for the 2024 financial year, how the Remuneration Policy will be
implemented in 2025 and the wider employee context.
2024 single total figure of remuneration
The table below sets out the single total figure of remuneration and breakdown for each Executive Director in respect of the 2024 financial year.
Base salary¹
Benefits²
Pension³
Total fixed pay
Bonus4
LTIP5
Total variable
pay
Total
Executive Directors
Period
US$’000
US$’000
US$’000
US$’000
US$’000
US$’000
US$’000
US$’000
Roger Brown (CEO)
2024
1,093
467
186
1,746
1,726
4,845
6,571
8,317
2023
1,056
455
179
1,691
1,605
4,694
6,299
7,989
Samson Ezugworie (COO)
2024
792
209
135
1,136
782
1,292
2,074
3,209
2023
807
179
137
1,124
648
n/a
648
1,772
Eleanor Adaralegbe (CFO)
2024
467
171
79
717
553
788
1,341
2,058
2023
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
Emeka Onwuka
(retired CFO)
2024
302
91
51
444
238
3,036
3,275
3,719
2023
748
173
127
1,049
568
3,115
3,683
4,732
1.
Salaries for Executive Directors are set in USD – 2024 annual values were $1,092,649.50 (inclusive of residency allowance) for the CEO, $700,000 for the CFO, $792,086.10 for the COO, and
$774,085.82 for the former CFO (until retirement), all inclusive of housing and 13th month allowances.
2.
The taxable benefits for each Executive Director comprise those which are quantifiable. Benefits in 2024 include insurance, which was to the value of $56,025, $41,948, $30,696 and $19,532
are for the CEO, CFO, COO and former CFO respectively. Note that the insurance benefit is not taxable in Nigeria.
3.
Pension contributions are provided as a cash supplement/contribution to retirement savings account.
4.
Bonus relates to the year it was earned and includes the deferred proportion of the award.
5.
The value of the 2022 LTIP awards vesting in 2025 is shown in 2024 as the performance period ended on 31 December 2024. The estimated value of these awards uses a 2023 Q4 average
share price of $2.63; the actual value will be updated in the 2025 Directors’ Remuneration Report when the awards vest on 30 May 2025. For the 2021 LTIP that vested in 2024 and was
reported in the 2023 report, the amount has been trued up to reflect value as at actual vesting date. LTIP for the COO relates to sign-on bonus award received in 2022 and the value
estimated based on the share price of US$2.51, being the closing share price on the final vesting date of 01 July 2024 (please refer to the Sign-on Share Award section of the Annual report on
Remuneration for details). For the CFO, 2022 LTIP was awarded based on her below-board level at the time of award.
6.
In addition to the values in the above table, the CEO received tax equalisation treatment on exercised shares during the year, in line with the approved Remuneration Policy.
7.
The CFO joined the Board on 1 May 2024 and values stated for 2024 relate to her eight-months’ period of service as CFO in 2024.
8.
Emeka Onwuka retired from the Company’s employment on 21 May 2024, and all values stated here relate to his five-month period of employment in 2024.
Further detail regarding the disclosures in the table above is presented in the Annual Report on Remuneration on page 139.
Variable pay outcomes for 2024
We set out below a summary of the 2024 annual bonus performance outcomes, together with details of the determination of the vesting of the
2022 LTIP, whose performance period ended on 31 December 2024. Further details are set out in the Annual Report on Remuneration on page
142.
2024 annual performance bonus assessment
The Committee calibrated the Executive Directors’ bonus scorecard around targets linked to production, operational efficiency, technical growth
projects, financial, health and safety and environmental, social and governance (“ESG”). The Committee also reviewed the Company’s
performance against the bonus scorecard and established that the Company overall had performed between on-target and maximum such that
all Executive Directors achieved 79% of maximum. The bonus outcome represents a performance uplift from 2023, reflecting improved corporate
performance throughout the scorecard.
As set out in the Chair’s letter, the Executive Directors received an uplift in the 2024 maximum bonus opportunity of 200%, 150% and 125% of
salary for the CEO, CFO and COO, respectively to recognise their significant contribution to delivering the SEPNU transaction during 2024.
2022 LTIP awards vesting
The 2022 LTIP awards are due to vest in May 2025; however, the performance period for these awards ended on 31 December 2024 and an
estimate of their value is therefore included in the single figure table above, which will be restated in next year’s Annual Report on Remuneration
when the share price at vesting is known.
The Company’s TSR was positioned above the upper quartile of the TSR comparator group, and the Company outperformed oil price growth by
at least 10% and achieved absolute TSR above 100% leading to a vesting outcome of 100%, prior to the assessment of the broad underpin of the
qualitative review of the Company’s operations. The Remuneration Committee performed a qualitative review of the Company’s operations
across 2022, 2023 and 2024 in line with the broad underpin and determined the Company’s operations to be effective and reflective of the
underlying performance over the three-year period ended 31 December 2024, so no downward discretion was applied to the formulaic
outcomes. Therefore, the overall 2022 LTIP vesting level was 100% of the maximum award.
TSR performance (Seplat vs Comparator Group)
TSR performance (absolute)
Qualitative underpin
Seplat TSR growth
Median TSR
Upper quartile TSR
Vesting of Base
Award based on
relative TSR
performance
Multiplier for absolute TSR
performance and performance
versus share price growth
Vesting reduction due to the
qualitative review of the
Company’s operations
Overall LTIP vesting as % of
Maximum Award
(25% vesting)
(100% vesting)
227.6%
(15.7)%
21.0%
100.0%
1.2
0.0%
100.0%
OVERVIEW
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FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Directors' remuneration report continued
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Annual Report and Accounts 2024
Summary of application of discretion
In summary, the Committee is satisfied that the formulaic outcomes described above are a fair reflection of the performance of management
over the respective performance periods, and in the context of the wider business performance. Therefore, no discretion has been applied to the
variable pay outcomes.
Executive Director shareholdings
We set out below how our Executive Directors’ shareholdings compare to the requirements of our policy as at the year end. A share price of
$2.42 as at 31 December 2024 has been used for the CEO, CFO and COO, and US$ 2.09 as at 21 May 2024 for the former CFO, being his
retirement date. In addition, we provide the pre-tax value of the Executive Directors’ unvested or unexercised equity awards.
CEO
(% of salary)
200%
931%
2,017%
Shareholding requirement
Value of beneficially owned shares
Value of unvested and/or unexercised awards
COO
(% of salary)
150%
167%
770%
Shareholding requirement
Value of beneficially owned shares
Value of unvested and/or unexercised awards
CFO
(% of salary)
150%
154%
586%
Shareholding requirement
Value of beneficially owned shares
Value of unvested and/or unexercised awards
Formar CFO
(% of salary)
150%
32%
1,261%
0%
250%
500%
750%
1,000%
1,250%
1,500%
1,750%
2,000%
Shareholding requirement
Value of beneficially owned shares
Value of unvested and/or unexercised awards
Remuneration alignment to performance
The following analysis compares the CEO’s pay against his
remuneration opportunity and Company performance.
Actual pay versus opportunity for CEO
The chart below illustrates how the 2024 total single figure of
remuneration for the CEO compares to minimum, on-target and
maximum opportunity in accordance with the Remuneration Policy
that applied in 2024. 2024 remuneration is slightly above the
maximum opportunity due to the annual bonus paying out between
on-target and maximum and the value of the 2022 LTIP being at
maximum because of the vesting at 100%, alongside share price
growth over the LTIP vesting period.
CEO (US$’000)
1,746
6,750
7,209
8,848
8,317
100%
100%
100%
101%
100%
1,746
1,746
1,746
1,746
1,746
1,726
2,185
2,185
1,726
3,278
3,278
3,278
4,845
1,639
100%
26%
24%
20%
21%
26%
30%
25%
21%
48%
46%
37%
58%
19%
Fixed
Annual variable
Multiple Reporting Periods
Share Price Appreciation
Minimum
On-target
Maximum
Maximum
including
share price
appreciation
Actual
0
5,000
10,000
Actual CEO pay versus total shareholder return
(TSR)
The Company feels it is critical that CEO pay reflects the returns
delivered to shareholders, where TSR is the core performance
measure chosen to reflect shareholder experience.
The CEO was awarded a 3.5% salary increase in 2024, in line with the
Company’s targeted market positioning. The 2024 annual bonus
resulted in 79% of maximum payout, reflecting corporate
performance and industry conditions throughout 2024. Seplat remains
one of the sector’s stocks of choice by continuing to perform
between the median and upper quartile TSR. This is illustrated in the
chart below.
CEO pay vs TSR performance
Annual bonus payout (% of maximum)
TSR (rebased to 2014)
3% 0%
0%
0%
3%
0%
0%
8%
4%
15%
4%
53%
46%
35%
49%
68%
45%
31%
72%
66%
76% 79%
Salary increase (%)
Annual bonus payout (% of max)
Seplat TSR
14
15
16
17
18
19
20
21
22
23
24
0%
50%
100%
0
100
200
300
OVERVIEW
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ADDITIONAL INFORMATION
Seplat Energy Plc
133
Annual Report and Accounts 2024
Implementation of Remuneration Policy for 2024 and 2025
Our Directors’ remuneration policy applies for three years starting from 16 May 2024, when it was approved by shareholders with 100% of votes in
favour, and can be found in full in the 2023 Annual Report and Accounts on our website (https://www.seplatenergy.com/investors/results-and-
presentations/). We set out below a summary of the Directors’ Remuneration Policy operation in 2024, and the planned implementation of the
revised Remuneration Policy for 2025.
Element
2024 operation
2025 Implementation
Base salary
The executive director base salaries in 2024 were:
• CEO1: US$1,092,650
• CFO: US$700,000
• COO: US$792,086
• Former CFO: US$774,086
From 1 January 2025, executive director base salaries will be:
• CEO: US$1,116,688 (being 2.2% COLA only)
• CFO: US$770,000 (a total of 10%, being 2.2% COLA and 7.8%,
based on performance and internal equity
• COO: US$809,512 (being 2.2% COLA only)
1.
The CEO’s base salary includes a dual residency allowance, whereas the CFO’s and COO’s base salaries include Housing & 13th month allowances, in line with
local market practice.
Benefits
On the basis that benefits are dependent on the working location and are either in the form of a cash allowance or the actual
benefit itself, no changes have been made to executive director benefits.
Pensions
Pensions contributions align with the wider Nigerian workforce, at 17%, and will remain unchanged.
Annual bonus
• CEO: 200%
• CFO: 150%
• COO: 125%
• Former CFO: 100%
No change to the maximum opportunity as % of base salary, as
follows:
• CEO: 150%
• CFO: 100%
• COO: 100%
As set out in the Chair’s letter, the Committee determined it appropriate to provide an uplift in the 2024 maximum bonus opportunity of 200%, 150% and 125% of salary for
the CEO, CFO and COO, respectively to recognise the significant contribution of all three Executive Directors to delivering the SEPNU transaction during 2024. The former
CFO’s award remained at 100% of salary, pro-rated for time.
25% of the Executive Directors’ bonus will be deferred into shares and will be released two years following the end of the performance year in respect of which the Award
was made, subject to continued employment. The performance conditions will reflect the six pillars and safety element underpinning the company’s updated strategy.
The Committee is of the opinion that given the commercial sensitivity arising in relation to the detailed targets used for the annual bonus, disclosing precise targets for the
bonus plan would not be in the best interests of shareholders. The performance measures, achievement against targets and the value of awards made will be published at
the end of the performance period, so shareholders can assess the basis for any pay-outs under the annual bonus.
Long Term
Incentive Plan
LTIP maximum opportunity in 2024, as % of base
salary, was as follows:
• CEO: 300% (250% of salary subject to relative TSR
prior to Absolute TSR multiplier)
• CFO: 240% (200% of salary subject to relative TSR
prior to Absolute TSR multiplier)
• COO: 240% (200% of salary subject to relative
TSR prior to Absolute TSR multiplier)
The intent is to grant a 2025 LTIP award in line with the normal award
levels. LTIP maximum opportunity in 2025, as % of base salary, is
planned as follows:
• CEO: 300%
• CFO: 240%
• COO: 240%
Once there is greater clarity on the integration plan and the
corresponding impact on remuneration has been further assessed,
an additional uplift to the 2025 LTIP awards may be granted,
increasing the initial 2025 LTIP grants up to a maximum of 450%,
360% and 360% of salary for the CEO, CFO and COO, respectively
(i.e. a grant of an additional 150%, 120% and 120% of salary,
respectively).
2025 LTIP awards will vest over three years and are planned to be subject to relative and absolute TSR performance and a broad underpin. We are in the process of
finalising the performance measures to ensure that the relative TSR peer group reflects the impact of the SEPNU acquisition and that the underpin will reflect a qualitative
view of the key integration goals and will be finalised and disclosed ahead of the grant. This will ensure close alignment of payouts for participants with the long-term
interests of shareholders. Details of the performance conditions applying to the 2025 LTIP awards will be set out in the RNS disclosing the grant of this award.
In addition, to ensure that remuneration outcomes are not unreasonable the Remuneration Committee will review any share price windfall gains at the end of the vesting
period, and make any discretionary adjustments, as required, in line with market best practice.
Shareholding
requirement
Executive Directors are given five years from the date of the policy implementation or date of appointment, if later, to satisfy
the following shareholding requirements:
• CEO: 200% of base salary
• Other Executive Directors: 150% of base salary
The Committee determined that the shareholding requirement would continue to apply for one year post cessation of employment for the Executive Directors and at
50% of the requirement between one- and two-years post-cessation.
Non-Executive
Director fees1
Non-executive fees as at 1 January 2024 were, as
reported in the 2023 report:
• Chairman: US$897,000
• Non-Executive Director fees: US$178,043
• Senior Independent Director: US$251,732
• Committee Chairmanship: US$49,359
• Board Finance & Audit Committee Chairmanship2:
US$65,812
• Committee membership: US$32,906
From 1 January 2025, based on the 2.2% COLA, maximum non-
executive director fees will be:
• Chairman US$ 916,734
• Non-executive Director Fees: US$ 181,959
• Senior Independent Director: US$205,817
• Committee Chairmanship: US$50,445.30
• Board Finance & Audit Committee Chairmanship2: US$67,260
• Committee membership: US$33,630
1.
Non-Executive Directors are paid a base fee and additional fees for chairmanship / membership of Committees and Senior Independent Directorship. In special circumstances, additional
Director fees can be paid for Board commissioned specific longer-term activities led by the Director. All fees are shown on a gross basis i.e. before withholding tax.
2.
Only applicable if the Board Finance and Audit Committee Chairperson also holds additional responsibilities such as membership of other Board Committees.
It is the Committee’s intention that commitments made in line with its current Remuneration Policy and policies prior to Admission will be honoured.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Directors' remuneration report continued
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Annual Report and Accounts 2024
Our remuneration philosophy and principles of remuneration
The Policy aims to attract, motivate, and retain talent to execute our business strategy in a sustainable manner over the long term, align the
interests of the Executive Directors, senior managers, and employees to the long-term interests of shareholders and support a high-performance
culture with appropriate reward for superior performance without creating incentives that will encourage excessive risk taking or unsustainable
Company performance. Overall remuneration levels have been set at a level that is considered by the Committee to be appropriate for the size,
nature, and aspirations of the business, having taken specialist, independent advice where necessary, to ensure that the policies and
remuneration structure are appropriate for the listed company environment.
The Policy aims to reflect our remuneration philosophy, which is to:
• provide a competitive, affordable reward proposition, differentiating pay by relevant performance indicators;
• achieve optimal attraction, retention and motivation via regular market benchmarking of rewards; and
• establish performance as a basis for employee reward.
The guiding principles behind the setting and implementation of our Remuneration Policy are as follows:
Principle
Explanation
Aligned
Contributes to the Company’s business strategy and to the achievement of its objectives, values, interests, value
creation and long-term sustainability.
There should be suitable provision of equity awards over the longer term, focusing the Executive Directors on
delivering the business strategy, allowing them to build a meaningful holding in the Company to further align their
interests with those of shareholders
Balanced
There should be an appropriate balance between fixed and performance-related elements of the remuneration
package.
Competitive
Remuneration packages should be competitive, considering the level of remuneration paid in respect of comparable
positions in similar companies within the industry.
Equitable
Fair pay, based on the relative value of the jobs and other appropriate criteria that reflect compliance with applicable
regulations, and corporate culture and values.
There should be an appropriate level of gearing in the package to ensure that Executive Directors receive an
appropriate proportion of the value created for shareholders whilst reflecting pay and conditions throughout the
remainder of the Group, where the Company operates and where it is listed.
Inclusive
Gender-neutral, reflecting equal remuneration for the same duties or duties of equal value, and does not differentiate
or discriminate based on gender.
Risk-weighted
Remuneration should not raise environmental, social or governance risks by inadvertently motivating irresponsible
behaviour. More generally, the overall Remuneration Policy should not encourage inappropriate operational risk.
Transparent
Clear, comprehensible, and simple enough to facilitate understanding of the different components of remuneration,
while clearly distinguishing between fixed remuneration and variable remuneration.
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Annual Report and Accounts 2024
How our remuneration structure supports the business strategy
In line with our remuneration principles, the Committee will manage incentive plans for the Executive Directors such that they are closely linked to
the business success, as outlined below:
Build a sustainable business -
Support increased access to
energy to drive social
development
Drive social development.
Annual bonus
Focus on environmental care and
reporting.
The Committee, on behalf of the Board, oversees the corporate
performance scorecard development and assessment, ensuring
that it reflects the Company’s strategic framework and incorporates
the business imperatives required to drive its execution.
Whilst many scorecard elements are financial and operational at the
Executive Director level, they do contain several quality targets
around health & safety and environment, social and governance
(ESG), designed to ensure we deliver the longer-term goals as a
responsible and sustainable company.
This scorecard is devolved down into the management line with an
increasing emphasis on the quality and technical component
elements needed to sustain corporate progress. The content of the
annual scorecard has evolved to mitigate short-term pressures and
exploit short-term opportunities – all aligned to deliver the longer-
term strategic objectives
Maximise returns for all
stakeholders.
Deliver energy transition -
Generate consistent and
profitable long-term cash
flow to support growth of gas
and renewables opportunities
by developing our upstream
business
Generate consistent and profitable
long-term cash flow by developing
our upstream business.
Create long-term, highly visible
revenue streams by developing
Nigeria’s gas resources.
Develop our gas-to-power
business segment and achieve a
world-class capability in renewable
energies.
Deliver shareholder value
Share price growth and dividends
(TSR)
LTIP
Our overall strategic goal is to be a high performing oil and gas
company – a shareholder stock of choice, within our sector and
region. To achieve this, we align Executive Director equity awards
with the fortunes of the shareholders through a relative TSR
measure – based on performance against comparable oil and gas
companies – seeking to attain regular upper quartile results.
This strategic three- to five-year reward structure is further
underpinned by the need to sustain good quality operations, as
measured by a qualitative review of Seplat’s operations by the
Remuneration Committee at the end of the vesting period, with the
application of downward-discretion, where appropriate.
Alignment to shareholder interests
Shareholding requirement
Success will deliver growing management share-ownership with
extended retention periods, clawback in case of misstatement,
ability to override formulaic outcomes if they are out of line with
corporate performance and sizable personal retained shareholdings.
This is all working towards aligning the Company’s executive
leadership with the interests of shareholders.
In addition to supporting strategy, the policy also aligns with the six factors under provision 40 of the UK Corporate Governance Code, as set out
below:
Factor
Description
How the Remuneration Policy is aligned
Clarity
Remuneration arrangements should be
transparent and promote effective
engagement with shareholders and the
workforce.
Our Directors’ Remuneration Policy is based on the remuneration principles
(see page 135 which are aligned with strategic priorities.
The policy is cascaded throughout the organisation as shown in the wider
workforce section on page 137.
The Company promotes meaningful engagement with its key stakeholders,
including shareholders (via Annual Report/AGM/investor events where the
remuneration structure and main pay-related decisions made in the year are
communicated) and workforce (via annual engagement).
Simplicity
Remuneration structures should avoid
complexity and their rationale and
operation should be easy to understand.
The remuneration structure is based on a simple principle of maximising the
long-term shareholder value. Key metrics are chosen to fulfil this objective by
encouraging strong operational and financial performance.
We are constantly seeking feedback on the remuneration structure and are
reviewing ways in which it could be simplified.
OVERVIEW
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ADDITIONAL INFORMATION
Directors' remuneration report continued
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Annual Report and Accounts 2024
Risk
Remuneration arrangements should
ensure reputational and other risks from
excessive rewards, and behavioural risks
that can arise from target-based
incentive plans, are identified and
mitigated.
The Remuneration Committee constantly monitors potential risks arising from
the operation of the remuneration arrangements. We closely monitor
compensation arrangements provided to joiners and leavers, including senior
management, to ensure that any payments are appropriate and aligned with
the Remuneration Policy.
The Committee also has discretion to override formulaic outcomes to ensure
that any payments are reflective of the underlying performance.
Post-vesting holding period and post-cessation shareholding requirement
apply to Executive Directors.
Predictability
The range of possible values of rewards
to individual Directors and any other limits
or discretions should be identified and
explained at the time of approving the
policy.
The Remuneration Committee actively manages the expectations of its key
stakeholders in relation to the remuneration outcomes. The Company
provides in its Annual Report an illustration of the potential levels of
remuneration receivable by the Executive Directors under various
performance scenarios.
The Committee has discretion to override formulaic outcomes of the
incentives to ensure alignment with the underlying performance.
Proportionality
The link between individual awards, the
delivery of strategy and the long-term
performance of the Company should be
clear. Outcomes should not reward poor
performance.
The Committee annually reviews the appropriateness of the Remuneration
Policy to ensure that the structure and performance metrics remain aligned to
the strategic objectives and long-term value creation.
The Committee has discretion to override formulaic outcomes of the
incentives to ensure alignment with the underlying performance.
Alignment to
culture
Incentive schemes should drive
behaviours consistent with Company
purpose, values and strategy.
The Board reviewed culture in 2019 and the Committee is comfortable that
incentive schemes operate in line with the key values of the organisation.
Alignment of our incentives structure to strategy is illustrated in this report.
The wider employee population
The General Remuneration Policy (the General Policy) is applicable to all employees and senior managers of the Company and is directed
towards the recurrent generation of value for the Company, the alignment of the interests of the employees and shareholders with prudent risk
management. Seplat’s General Remuneration Policy aims to attract, engage, motivate, and retain talent to execute our business strategy in a
sustainable manner, over short-, mid- and long-term goals.
Employee value proposition
The Group aims to provide competitive remuneration package for all employees. The policy, therefore, is to provide industry-competitive
remuneration and various incentive schemes to retain and attract high performing employees, carrying out market benchmarking annually to
ensure this.
To connect remuneration to business performance across the entire organisation, the Executive Directors’ annual scorecard is devolved down
into the management line with an increasing emphasis on the quality and technical component elements needed to sustain corporate progress.
The Company also continues to cascade the LTIP to management grades below Executive Directors, ensuring a consistent reward framework.
Workforce policies
Seplat operates a few policies which apply to both our Directors and employees including diversity, conflict of interests and share dealing. The
Group also operates variable pay plans on a discretionary basis, with pension provision offered to all executives and employees.
Talent development and people management
We support our employee development via various learning initiatives such as individual-tailored training programmes, subscriptions to various
professional bodies and necessary expenditure for planned learning. We also continue to manage our people well for long-term sustainable
result through active intrapreneurial engagement with line managers.
Reward structure cascade
The table below illustrates the cascade of our reward structure from Executive Directors to the wider employee population. As shown below,
senior management and key employees participate in the LTIP and annual bonus schemes. Additionally, pension contribution levels are
consistent for all employee levels.
Number of participants
Element of pay
Employee level - % of salary
CEO
Executive Directors
Senior
management (SG
1-4)
Other key
employees
Executive Directors, senior
management, other key employees
LTIP
300%
240%
60 - 180%
30 - 42%
Executive Directors
Annual bonus – Deferred shares
37.5%
25%
n/a
n/a
All employees
Annual bonus – Cash*^
112.5%
75%
40 -75%
15 - 30%
All employees
Pension
17%
17%
17% in Nigeria
17% in Nigeria
All employees
Benefits
All employees
All employees
Salary
*^ As set out in the Chair’s letter, the Committee determined it appropriate to provide an uplift in the 2024 maximum bonus opportunity of 200%, 150% and 125% of salary for the CEO, CFO and
COO, respectively to recognise the significant contribution of all three Executive Directors to delivering the SEPNU transaction during 2024. The former CFO’s award remained at 100% of salary,
pro-rated for time. Therefore the above do not reflect 2024 bonus pay-out.
OVERVIEW
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Employee engagement
The Remuneration Committee oversees the compensation of the Chairman, Executive Directors, and senior management, having regard to
remuneration trends across the Company. The Remuneration Committee and management are committed to fair pay practices across the
organisation. The Group operates an extensive range of mechanisms and instruments for workforce engagement which cover all employee
populations, including a Joint Consulting Committee. The Company also holds regular meetings of the Employee Forum and conducts an annual
online survey to gather employee views on a range of matters.
In addition, when setting the Remuneration Policy and making decisions on remuneration, the Committee references several factors including the
general workforce pay structure, workforce policies, talent development needs and wider stakeholder impact.
Gender pay gap and CEO pay ratio
The Committee considered disclosing the CEO pay ratio and the Company’s gender pay gap for 2024. However, given the Company’s main
operations are based in Nigeria whilst the UK workforce consists of significantly fewer than 50 employees, the results would neither be
representative of our business nor statistically significant, with little to no insight to investors. We will reassess whether to include this disclosure in
future years.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Directors' remuneration report continued
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138
Annual Report and Accounts 2024
Annual Report on Remuneration
Single total figure of remuneration
Executive Directors
The table below sets out the single total figure of remuneration and breakdown for each Executive Director in respect of the 2024 financial year,
on a receivable basis in accordance with the policy as approved by shareholders. Comparative figures for the 2023 financial year have also been
provided.
Base salary¹
Benefits²
Pension³
Total fixed pay
Bonus4
LTIP5
Total variable
pay
Total
Executive Directors
Period
US$’000
US$’000
US$’000
US$’000
US$’000
US$’000
US$’000
US$’000
Roger Brown (CEO)
2024
1,093
467
186
1,746
1,726
4,845
6,571
8,317
2023
1,056
455
179
1,691
1,605
4,694
6,299
7,989
Samson Ezugworie (COO)
2024
792
209
135
1,136
782
1,292
2,074
3,209
2023
807
179
137
1,124
648
n/a
648
1,772
Eleanor Adaralegbe (CFO)
2024
467
171
79
717
553
788
1,341
2,058
2023
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
Emeka Onwuka
(retired CFO)
2024
302
91
51
444
238
3,036
3,275
3,719
2023
748
173
127
1,049
568
3,115
3,683
4,732
1.
Salaries for Executive Directors are set in USD – 2024 annual values were $1,092,649.50 (inclusive of residency allowance) for the CEO, $700,000 for the CFO, $792,086.10 for the COO, and
$774,085.82 for the former CFO (until retirement), all inclusive of housing and 13th month allowances.
2.
The taxable benefits for each Executive Director comprise those which are quantifiable. Benefits in 2024 include insurance, which was to the value of $56,025, $41,948, $30,696 and $19,532
are for the CEO, CFO, COO and former CFO respectively. Note that the insurance benefit is not taxable in Nigeria.
3.
Pension contributions are provided as a cash supplement/contribution to retirement savings account.
4.
Bonus relates to the year it was earned and includes the deferred proportion of the award.
5.
The value of the 2022 LTIP awards vesting in 2025 is shown in 2024 as the performance period ended on 31 December 2024. The estimated value of these awards uses a 2023 Q4 average
share price of $2.63; the actual value will be updated in the 2025 Directors’ Remuneration Report when the awards vest on 30 May 2025. For the 2021 LTIP that vested in 2024 and was
reported in the 2023 report, the amount has been trued up to reflect value as at actual vesting date. LTIP for the COO relates to sign-on bonus award received in 2022 and the value
estimated based on the share price of US$2.51, being the closing share price on the final vesting date of 01 July 2024 (please refer to the Sign-on Share Award section of the Annual report on
Remuneration for details). For the CFO, 2022 LTIP was awarded based on her below-board level at the time of award.
6.
In addition to the values in the above table, the CEO received tax equalisation treatment on exercised shares during the year, in line with the approved Remuneration Policy.
7.
The CFO joined the Board on 1 May 2024 and fixed pay values stated for 2024 relate to her eight-months’ period of service as CFO in 2024.
8.
Emeka Onwuka retired from the Company’s employment on 21 May 2024, and all values stated here relate to his five-month period of employment in 2024.
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ADDITIONAL INFORMATION
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139
Annual Report and Accounts 2024
Non-Executive Directors
The table below sets out the single total figure of remuneration and breakdown for each Non-Executive Director that served during 2024 on a
paid basis in accordance with the policy as approved by shareholders.
Name
2024 fees1
(US$’000)
2023 fees1
(US$’000)
Role
Basil Omiyi, CON2
224
867 Independent Board Chairman (until 31 March 2024)
Udoma Udo
Udoma, CON3
742
14 Independent Non-Executive Director (until 31 March 2024)
Member, Board Finance and Audit Committee, Sustainability Committee, Nominations
& Governance Committee (until 31 March 2024)
Independent Board Chairman (from 1 April 2024)
Charles
Okeahalam4
149
574 Senior Independent Non-Executive Director (until 31 March 2024)
Chairman, Board Finance and Audit Committee (until 31 March 2024)
Member, Remuneration, Nominations and Governance and Energy Transition
Committees (until 31 March 2024)
Bello Rabiu5, 6
458
322 Independent Non-Executive Director (until March 2024)
Senior Independent Non-Executive Director (from 1 April 2024)
Chairman, Risk Management and HSSE Committee, Member, Nominations and
Governance Committee (until 10 April 2024)
Chairman, Nominations and Governance Committee (from 11 April 2024)
Member, Remuneration Committee and Board Finance and Audit Committee
Nathalie
Delapalme
260
252 Non-Executive Director
Chairman, Sustainability Committee
Member, Energy Transition Committee
Olivier Cleret de
Langavant6
235
185 Non-Executive Director
Member, Risk Management and HSSE Committee
Member, Sustainability Committee (from 11 April 2024)
Emma FitzGerald
293
283 Independent Non-Executive Director
Chairman, Remuneration Committee
Member, Board Finance and Audit Committee and Energy Transition Committee
Ernest Ebi, MFR6
268
236 Non-Executive Director
Member, Energy Transition Committee and Sustainability Committee
Member, Risk Management and HSSE Committee (from 11 April 2024)
Kazeem Raimi6
235
222 Non-Executive Director
Member, Risk Management and HSSE Committee and Statutory Audit Committee
Member, Sustainability Committee (from 11 April 2024)
Bashirat
Odunewu6
281
274 Independent Non-Executive Director
Chairman, Energy Transition Committee (until 10 April 2024);
Chairman, Board Finance and Audit Committee (from 11 April 2024)
Member, Nominations and Governance Committee and Statutory Audit Committee
Member, Board Finance and Audit Committee (until 10 April 2024)
Koosum Kalyan6
277
223 Independent Non-Executive Director
Member, Risk Management and HSSE Committee (until 10 April 2024)
Member, Nominations and Governance Committee (from 11 April 2024)
Member, Remuneration Committee and Sustainability Committee
Christopher J.N.
Okeke6
270
14 Independent Non-Executive Director
Chairman, Energy Transition Committee (from 11 April 2024)
Member, Remuneration Committee (from 10 January 2024)
Member, Nominations and Governance Committee (from 11 April 2024)
Babs Omotowa7
217
n/a Independent Non-Executive Director (from 1 April 2024)
Chairman, Risk Management and HSSE Committee (from 11 April 2024)
Member, Energy Transition Committee and Board Finance & Audit Committee (from
11 April 2024)
1.
The above captures the gross pay in line with the director’s letter of appointment i.e. before withholding tax is withheld.
2.
Basil Omiyi, CON, was Independent Board Chairman until 31 March 2024.
3.
Udoma Udo Udoma, CON joined the Board as Independent Non-Executive Director on 1 December 2023 and was appointed as Independent Board Chairman on 1 April 2024, succeeding
Basil Omiyi, CON.
4.
Charles Okeahalam was Senior Independent Non-Executive Director until 31 March 2024.
5.
Bello Rabiu was appointed as Senior Independent Non-Executive Director from 1 April 2024, succeeding Charles Okeahalam.
6.
Committee roles for Bello Rabiu, Olivier Cleret de Langavant, Ernest Ebi MFR, Kazeem Raimi, Bashirat Odunewu, Koosum Kalyan and Christopher Okeke were reviewed during the year.
7.
Babs Omotowa was appointed to the Board with effect from 1 April 2024.
Additional information regarding single figure table
The Committee considers that the performance conditions for all incentives are suitably demanding, having regard to the business strategy,
shareholder expectations, the cyclical nature of the markets in which the Group operates and external advice. To the extent that any
performance condition is not met, the relevant part of the award will lapse. There is no retesting of performance.
Annual performance incentive
Seplat promotes a culture of high performance and uses a scorecard to assess the annual bonus outcome. The Company performance
scorecard is reviewed annually to ensure strong alignment with the Company’s strategic priorities, prevailing market practice and the operating
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Annual Report on Remuneration continued
Seplat Energy Plc
140
Annual Report and Accounts 2024
environment. The Committee calibrated the Executive Directors’ scorecard around targets linked to production, operational efficiency, technical
growth projects, financial, health and safety and sustainability.
Achievement of Corporate Performance Conditions
The achievement against the targets described above is set out in the table below, illustrating that overall, the annual bonus reward level for
Executive Directors was between on-target (50% maximum) and maximum:
Performance
measure
Total
weighting
Specific
Performance achieved against targets
Below
threshold
(30% of
maximum)
Threshold to
Target (30%
- 49% of
maximum)
Target to
Maximum
(50%-99%
of maximum)
Maximum
(100% of
maximum)
Resulting
level of
award
Safety
10%
Lost Time Injury
Frequency Rate
ü
10%
(out of 10%)
ESG
17.5%
Environment
ü
17.5%
(out of 17.5%)
Social
Development
ü
Governance &
People
ü
Financial
performance
20%
Profitability
ü
20.0%
(out of 20%)
Cash
Generation
ü
Cost Leadership
ü
Upstream
27.5%
Liquids
Production
ü
17.3%
(out of 27.5%)
Gas Sales and
production
ü
Wells Delivery
ü
ü
Operational
Efficiency
ü
Midstream Gas
17.5%
Gas Project
Milestone
Delivery
ü
10.6%
(out of 17.5%)
Gas Plant
Completion
ü
New Energy
7.5%
Renewable
energy road
map
ü
3.8%
(out of 7.5%)
Total:
79%
(out of 100%)
In respect of the 2024 financial year, the bonus awards payable to Executive Directors were approved by the Committee having reviewed the
Company’s underlying performance, such that it was comfortable to not exercise discretion in relation to the formulaic outcomes set out below.
The resulting bonus figures are included in the single figure table.
Annual bonus pay-out
The table below sets out the annual bonus earned for the year:
Roger Brown (CEO)*
Samson Ezugworie (COO)*
Eleanor Adaralegbe (CFO)*
Emeka Onwuka (CFO)^
Achieved
(% of max)
Bonus earned
(US$’000)
Achieved
(% of max)
Bonus earned
(US$’000)
Achieved
(% of max)
Bonus earned
(US$’000)
Achieved
(% of max)
Bonus earned
(US$’000)
79% out of
100%
$1,726
79% out of
100%
$782
79% out of
100%
553
79% out of
100%
$238
* The Executive Directors received an uplift in the 2024 maximum bonus opportunity of 200%, 125% and 150% of salary for the CEO, COO and CFO, respectively, to recognise their significant
contribution to delivering the SEPNU transaction during 2024.
^ Emeka Onwuka retired as CFO on 21 May 2024, and received a pro-rata bonus, based on his 5-month period of service in the year.
*Eleanor Adaralegbe was was appointed to the Board on 01 May 2024; and value here reflects bonus earned for the 8-month period.
In line with policy, 25% of the current Executive Directors’ bonuses will be deferred into shares and will be released two years after the end of the
performance period, subject to continuing employment.
Long-term incentives vesting in 2024
The 2022 LTIP awards made to the CEO, CFO and former CFO on 30 May 2022 will vest on 30 May 2025; however, the three-year performance
period for these awards ended on 31 December 2024. The performance conditions for the 2022 LTIP is relative TSR measured against a
bespoke group of E&P companies and absolute TSR including reference to oil price growth, underpinned by qualitative review of Seplat’s
operations.
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ADDITIONAL INFORMATION
Seplat Energy Plc
141
Annual Report and Accounts 2024
The Company’s TSR was positioned between the median and upper quartile of the TSR comparator group, and the Company outperformed oil
price growth by at least 10% and achieved absolute TSR above 100% leading to a vesting outcome of 100%, prior to the assessment of the broad
underpin of the qualitative review of the Company’s operations. The Remuneration Committee conducted its qualitative review of Seplat’s
operations in line with the LTIP underpin, and determined that the Company’s operations to be effective and reflective of the underlying
performance over the three-year period ended 31 December 2024, so no downward discretion was applied to the formulaic outcomes.
Therefore, the overall 2022 LTIP vesting level is 100% of maximum.
TSR performance (Seplat v Comparator Group)
TSR performance
(absolute)
Qualitative underpin
Seplat TSR growth
Median TSR
Upper quartile TSR
Vesting of Base Award
based on relative TSR
performance
Multiplier for absolute
TSR performance &
performance versus
share price growth
Vesting reduction due to
qualitative review of the
Company’s operations
Overall LTIP vesting
(25% vesting)
(100% vesting)
227.6%
-15.7%
21.0%
100%
1.2
0%
100%
The following table presents the number of 2022 LTIP awards that will vest, based on the assessment of the performance conditions and the
resulting value of awards on vesting for each Executive Director.
Role
Number of 2022 LTIP awards
granted
Number of 2022 LTIP awards
vesting in May 2025
Value of vested awards (US$’000)1
Value attributable to share price
growth
Roger Brown (CEO)
1,733,345
1,733,345
4,559
1,805
Eleanor Adaralegbe
(CFO) 2
282,017
282,017
788
294
Emeka Onwuka
(former CFO)
1,086,294
1,086,294
2,857
1,131
1.
Based on 2024 Q4 average closing price of US$2.63, and includes dividend equivalents.
2.
Eleanor was a below-Board employee at the time of award in 2022.
The Committee was comfortable that the vesting value and value attributable to share price growth were commensurate with the underlying
performance over the three-year period and as such, did not exercise any discretion to change the outcomes of the 2021 LTIP.
Summary of application of discretion
In summary, the Committee is satisfied that the formulaic outcomes described above are a fair reflection of the performance of management in
the year in the context of the wider business performance. Therefore, no discretion has been applied to the variable pay outcomes.
2024 long-term incentives
The table below sets out the details of the long-term incentive awards in respect of the 2024 financial year. The awards were granted on 28 May
2024. The shares are due to vest on 28 May 2027 and vesting will be determined according to the achievement of performance conditions that
will be tested at the end of the three-year performance period on 31 December 2026.
Relative TSR
measure
Absolute TSR
measure
Role
Type of award
Basis on which
award made
Face value of
award
(US$’000)**
Number of
shares awarded
Face value of award
subject to Relative
TSR measure
(US$’000)*
Percentage of
Relative TSR vesting
at threshold
performance
(median
performance)
Maximum
percentage of face
value of Relative TSR
element that could
vest (upper quartile
performance)
TSR of 100% or
above plus at least
10% outperformance
of oil price
Roger Brown
(CEO)
Conditional
shares
Annual
3,278
1,567,196
2,732
25%
100%
Result of vesting
from Relative
TSR measure
increased by
20%
Samson
Ezugworie
(COO)
Conditional
shares
Annual
1,901
908,876
1,584
Eleanor
Adaralegbe
(CFO)
Conditional
shares
Annual
1,387
663,178
1,156
* Face value of award is based on the US$ 2.12 per share grant price.
The level of vesting outcome under the primary performance conditions (above) will be moderated by a broad underpin, operated as a qualitative
review of Seplat’s operations by the Remuneration Committee at the end of the vesting period, with the application of downward-discretion,
where appropriate.
In line with the Company’s operation of policy, the share price used to calculate the number of shares awarded was the five-day average share
price prior to the date on which the LTIP awards were granted. There is straight-line vesting between the threshold and maximum in relation to
the Relative TSR measure, whereas the Absolute TSR measure uplift to award only vests if the target is met. Vesting will be 0% where Relative
TSR performance is below threshold.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Annual Report on Remuneration continued
Seplat Energy Plc
142
Annual Report and Accounts 2024
The comparator group to be used for assessing relative TSR for the 2024 awards consists of the following companies: Africa Oil, Capricorn
Energy, Centrica, Diversified Energy Company, DNO, Energean Oil & Gas, Enquest, Frontera Energy, Genel Energy, Gran Tierra Energy, Gulf
Keystone Petroleum Ltd, Harbour Energy, Ithaca Energy PLC, Kosmos Energy, Pantheon Resources, Parex Resources, Petro Tal, Serica Energy,
Total Energies Gabon and Tullow Oil.
2023 Deferred Annual Bonus share awards
The table below sets out the details of the 2023 Deferred Annual Bonus share awards that were granted on 28 May 2024. No further
performance conditions will apply, other than continued employment, except in the case of normal retirement in Nigeria, in which case the service
condition is waived. The normal vesting date of the award will be 31 December 2025 (two years following the end of the performance year in
respect of which the award is made).
Role
Type of award
Basis on which award made
Deferred Bonus Shares
Face value of award
(US$’000)
Performance conditions
Roger Brown (CEO)
Conditional shares
Annual
253,543
401
Continued
employment
Emeka Onwuka
(former CFO)
Conditional shares
Annual
89,811
142
Samson Ezugworie
(COO)
Conditional shares
Annual
102,384
162
Sign-on share award
A sign-on share award was granted to the Chief Operations Officer of the Company on 4 August 2022, as set out in his employment contract.
No performance conditions will apply, other than continued employment. The first tranche vested on 1 July 2023 and the second tranche vested
on 1 July 2024.
Role
Type of award
Basis of award
Number of shares
awarded
Number of shares
vested in 2023
Number of shares
vested in 2024
Vesting conditions
Samson Ezugworie
(COO)
Conditional shares Sign-on
514,575
257,288
257,287
Continued
employment
Payments for loss of office
During the year, Basil Omiyi, CON, and Charles Okeahalam stepped down from the Board on 31 March 2024, and received a payment of
US$448,500 and US$297,153 respectively, being six-month total fees, in line with the remuneration policy.
Emeka Onwuka also retired from the Board as Chief Financial Officer in May 2024. Full details of his leaver package is set out below:
• Unpaid Annual Entitlements of $235,050.54, prorated to his retirement date of 21 May 2024.
• Loss of Office Payment of $374,141.48, equivalent to his 6 months’ salary upon exit, which also ensures that the notice stipulated in his
Executive contract is adhered to.
• In line with the Remuneration Policy, his 2024 Performance Bonus was determined after the company 2024 performance scorecard was
finalised at the compulsory measurement period in Q1 2025, pro-rated until his retirement date of 21 May 2024 and fully paid in cash.
• “Good leaver” status to apply to all unvested / in-flight LTIP awards, and shall be exempted from time-proration, in line with the
Remuneration Policy, as applicable to participants employed in Nigeria who retire at the compulsory retirement age. The vesting will follow
the schedule and conditions that were communicated in the relevant Award letters issued.
• 2024 LTIP Award, time pro-rated to his retirement date of 21 May 2024, in line with the Company’s LTIP rules, and granted as follows:
Relative TSR measure
Absolute TSR
measure
Role
Type of award
Basis on which
award made
Face value of
award
(US$’000)**
Number of
shares
awarded
Face value of award
subject to Relative
TSR measure
(US$’000)**
Percentage of Relative
TSR vesting at
threshold
performance (median
performance)
Maximum percentage
of face value of
Relative TSR element
that could vest (upper
quartile performance)
TSR of 100% or above
plus at least 10%
outperformance of oil
price
Emeka
Onwuka
(former
CFO)
Conditional
shares
Annual
774
383,109
654
25%
100%
Result of vesting
from Relative
TSR measure
increased by
20%
Payments to past Directors
Effiong Okon was granted 1,107,707 shares under the 2022 LTIP when he was an Executive Director. He stepped down as an Executive Director
on 30 June 2022, and is currently in the role of Managing Director, ANOH Gas Processing Company within the Company Group. Effiong’s 2022
LTIP shares will vest on 30 May 2025 at 100% of maximum based on performance outcomes, as set out on page 144. As such, 1,107,707 shares
will vest, with an estimated value of $3,096,041, with $1,153,305 being attributable to share price growth.
No other payment was made to past Directors during the 2024 financial year. Full details of any payments made in 2025 to Directors who left the
Board, if any, will be set out in the Directors’ Remuneration Report for 2025.
Fees retained for external Non-Executive Directorships
Executive Directors may hold positions in other companies as non-executive directors and retain the fees.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
143
Annual Report and Accounts 2024
Statement of Executive Directors’ shareholdings
The table below sets out the number of shares of the Company in which current Directors had a beneficial interest and details of long-term
incentive interests as at 31 December 2024.
Director
Shares required
to be held % of
salary
Beneficially
Owned1
Share plan
Interests subject
to performance
conditions2
Share plan
Interests not
subject to
performance
conditions3
Vested but
unexercised
share plan
interests4
Actual
shareholding (%
of salary)
Shareholding
requirement
met5
Total interests
currently held
(US$)5
Roger Brown (CEO)
200%
4,203,776
6,079,722
253,543
2,772,837
2948 %
Yes 32,206,644
Samson Ezugworie (COO)
150%
547,983
2,418,526
102,384
0
938 %
Yes
7,425,969
Eleanor Adaralegbe (CFO)
150%
445,868
1,526,925
0
167,280
740 %
Yes
5,178,452
Emeka Onwuka (Former
CFO)6
150%
119,991
3,031,511
184,935
1,455,595
1294 %
Yes
11,595,543
1.
Beneficial interests include shares held directly or indirectly by connected persons as at 31 March 2025. For the CEO, this includes 4,943,445 options exercised in 2024, valued at
US$9,747,956.95 at the date of exercise using a share price of GB£ 1.555/ US$1.972.
2.
2022, 2023 & 2024 LTIP awards, which are yet to vest as at 31 December 2024.
3.
2023 Deferred Bonus shares.
4.
2020 & 2021 LTIP Shares vested, but with two-year holding requirements.
5.
The total of beneficially owned shares, interests not subject to performance conditions and vested but unexercised interests are included in the calculation and the share price of $2.42 on 31
December 2024 was used.
6.
Long-term incentive interests for the former CFO is as at his retirement in May 2024. Share plan interest not subject to performance conditions also includes his 2022 deferred bonus shares,
which were still in-flight at his retirement.
Statement of Non-Executive Directors’ shareholdings
Details of the current Non-Executive Directors’ interests in shares as at 31 December 2024 are set out below:
Director
Shared held as at 31 December 2024
Udoma Udo Udoma, CON
55,071
Nathalie Delapalme
0
Olivier Cleret de Langavant
0
Emma FitzGerald
0
Bello Rabiu
20,000
Ernest Ebi, MFR
50,000
Kazeem Raimi
6,577
Bashirat Odunewu
0
Koosum Kalyan
0
Christopher J.N. Okeke
0
Babs Omotowa
20,000
There has been no changes in the interests of any Director between 31 December 2024 and 3 March 2025. However, Mr. Omotowa purchased a
total of 38,000 shares between 12 and 28 March 2025 resulting in a total shareholding of 58,000.
Comparison of overall performance and pay
The graph below shows the value of US$100 invested in the Company’s shares since listing compared to the median of the FTSE All Share
Exploration & Production companies. The graph shows the Total Shareholder Return generated by both the movement in share value and the
reinvestment over the same period of dividend income.
The Committee considers that the FTSE All Share Exploration & Production companies are an appropriate comparator group as it contains a
number of the UK companies that are constituents of Seplat’s TSR comparator group. This graph has been calculated in accordance with the
Regulations.
Seplat
FTSE All Share Exploration & Production
2015
2016
2017
2018
2019
2020
2021
2022
2023
2024
0
100
200
300
Source: Workspace by LSEG.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Annual Report on Remuneration continued
Seplat Energy Plc
144
Annual Report and Accounts 2024
CEO historical remuneration
The table below sets out the total remuneration delivered to the CEO between 2014 and 2024 valued using the methodology applied to the single
total figure of remuneration.
CEO
Roger Brown³
Austin Avuru
2024
2023
2022
2021
2020
2020
2019
2018
2017
2016
2015
2014
Total single figure (US$’000)¹
8,317
7,046
3,044
3,046
836
2,717
3,954
5,158
4,987
3,143
3,004
2,866
Annual bonus payment level achieved
(% of maximum opportunity)
79%
76%
65%
72%
310%
31%
45%
68%
49%
35%
46%
53%
LTIP vesting level achieved (% of
maximum opportunity)
100%
100%
45%
69%
87%
87%
81%
75%
100%
97%
N/A2
N/A2
1.
Includes vesting in relation to the one-off Global Offer Bonus award in 2014 and 2015.
2.
No LTIP awards vested in 2014 and 2015 – vesting of the first LTIP awards (awarded in 2014) occurred in 2017 (however the performance period for these awards ended on 31 December
2016 so it is included in the 2016 column). There were no equity-based arrangements operating prior to listing.
3.
Mr. Austin Avuru retired as CEO on 31 July 2020. Mr. Roger Brown was appointed to the Board as his successor on 1 August 2020, transitioning from his role as CFO. The Single Figure details
above for Roger Brown include amounts paid in relation to his role as CEO only.
Change in the Directors’ remuneration compared with employees.
The table below shows the percentage change in the current Executive Director and Non-Executive Director total remuneration from 2023-2024,
2022 to 2023, 2021 to 2022 and 2020 to 2021, alongside the change for the average of employees within the Company:
Change in remuneration1
2023 to 2024
2022 to 2023
2021 to 2022
2020 to 2021
Salary /
fees
Taxable
benefits
Short-
term
variable
pay
Salary/
fees
Taxable
benefits
Short-term
variable
pay
Salary/
fees
Taxable
benefits
Short-term
variable
pay
Salary/
fees
Taxable
benefits
Short-term
variable
pay
Roger Brown (CEO)
4%
3%
8%
15%
42%
79%
8%
10%
(3%)
16%
(57%)
230%
Samson Ezugworie (COO)2
(2%)
16%
21%
159%
62%
220%
n/a
n/a
n/a
n/a
n/a
n/a
Eleanor Adaralegbe (CFO)
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
Emeka Onwuka
(Former CFO)³
(60%)
(47%)
(58%)
4%
2%
22%
2%
74%
(8%) 140%
(41%)
446%
Basil Omiyi, CON4
(74%)
n/a
n/a
18%
n/a
n/a
40%
n/a
n/a
0%
n/a
n/a
Charles Okeahalam4
(74%)
n/a
n/a
24%
n/a
n/a
51%
n/a
n/a
0%
n/a
n/a
Udoma Udo Udoma, CON5 5076%
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
Bello Rabiu6
42%
n/a
n/a
8%
n/a
n/a 109%
n/a
n/a
n/a
n/a
n/a
Nathalie Delapalme
3%
n/a
n/a
4%
n/a
n/a
4%
n/a
n/a
0%
n/a
n/a
Olivier Cleret de
Langavant6
27%
n/a
n/a
12%
n/a
n/a
2%
n/a
n/a
0%
n/a
n/a
Emma FitzGerald
3%
n/a
n/a
4%
n/a
n/a
155%
n/a
n/a
n/a
n/a
n/a
Kazeem Raimi6
14%
n/a
n/a
65%
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
Ernest Ebi, MFR6
6%
n/a
n/a
55%
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
Bashirat Odunewu
3%
n/a
n/a
69%
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
Koosum Kalyan6
24%
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
Christopher Okeke5
1786%
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
Babs Omotowa7
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
Average of employees
34%
34%
63%
15%
15%
(12%)
8%
8%
(12%)
23%
(8%)
77%
1.
The Directors’ year-on-year change has been expressed in a currency in which their pay has been set i.e. USD for the Executive Directors based on the single figure of remuneration, USD for
the Chairman, USD for Non-Executive Directors in 2023, and GBP up to 2022.
2.
Samson Ezugworie received a temporary salary uplift in 2023, for the period of added responsibilities during the year.
3.
Emeka Onwuka retired from the Company’s employment on 21 May 2024. Change in salary compares 12-month values in 2023 to 5-month values in 2024.
4.
Basil Omiyi, CON and Charles Okeahalam stepped down from the Board on 3 March 2024, and received six-month loss-of office payment, so change in remuneration compares 12-month
values in 2023 to nine-month values in 2024.
5.
Udoma Udo Udoma and Christopher Okeke joined the Board on 01 December 2023, without Board Committee responsibilities. In April 2024, Udoma Udo Udoma became Board Chairman and
Christopher Okeke commenced additional Committee responsibilities. Change in remuneration compares one-month value in 2023 to 12-month values with additional responsibilities in 2024.
6.
Bello Rabiu, Olivier Cleret de Langavant, Ernest EBI MFR, Kazeem Raimi and Koosum Kalyan commenced additional Committee responsibilities in April 2024.
7.
The Non-Executive Director that joined during the year – Babs Omotowa – has been excluded on the basis that their percentage increases are not representative.
8.
Average employees’ pay year-on-year change is expressed in Naira as a significant majority of employees are paid in Naira. The numbers are provided for all employees of Seplat.
Relative importance of the spend on pay
The table below sets out the overall spend on pay for all employees compared with the dividends distributed to shareholders:
Significant contributions
2024 ($m)
2023 ($m)
% change
Overall spend on pay
74.4
58.2
28
Distributions to shareholders (dividends)
91.4
98.8
(8)
Statement of implementation of policy in following year
Please see At-a-glance section.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
145
Annual Report and Accounts 2024
Service agreements and letters of appointment
The Committee’s policy is that a 12-month notice period will apply for Executive Directors unless the Committee determines otherwise.
Executive Directors
Date of Executive contract Nature of contract
Notice period from Company
Notice period from Director Compensation provisions for early termination
Roger Brown
20 May 2013
Rolling
12 months
12 months
Payment in lieu of notice equal to
12 months’ salary and benefits,
including any payments accrued at
the date of termination
Samson Ezugworie
1 July 2022
Rolling
12 months
12 months
Eleanor Adaralegbe
1 May 2024
Rolling
12 months
12 months
The Non-Executive Directors of the Company do not have service contracts. The Non-Executive Directors are appointed by letters of
appointment, which are kept at Seplat’s registered office along with Executive Director service contracts. As required by Nigerian law, the
Company follows the provisions set out in its Memorandum and Articles of Association and annually places for re-election, one-third of its Non-
Executive Directors who are subject to retirement by rotation and who have been longest in office .
Non-Executive
Directors
Date of
letter of
appointment
Nature of contract
Notice
period from
Company
Notice
period from
Director
Compensation provisions
for early termination
Udoma Udo Udoma,
CON
1 December 2023 Initial Term subject to retirement
by rotation and extension
6 months
6 months
6 months’ fees if not re-elected or
retired.
Nathalie Delapalme
18 July 2019
Initial Term subject to retirement
by rotation and extension
6 months
6 months
6 months’ fees if not re-elected or
retired.
Olivier Cleret de
Langavant
28 January 2020
Continuous term
6 months
6 months
6 months’ fees if removed or
retired.
Emma FitzGerald
1 August 2021
Initial Term subject to retirement
by rotation and extension
6 months
6 months
6 months’ fees if not re-elected or
retired.
Bello Rabiu
6 July 2021
Initial Term subject to retirement
by rotation and extension
6 months
6 months
6 months’ fees if not re-elected or
retired.
Ernest Ebi, MFR
18 May 2022
Continuous term
6 months
6 months
6 months’ fees if removed or
retired.
Kazeem Raimi
18 May 2022
Continuous term
6 months
6 months
6 months’ fees if removed or
retired.
Bashirat Odunewu
18 May 2022
Initial Term subject to retirement
by rotation and extension
6 months
6 months
6 months’ fees if not re-elected or
retired.
Koosum Kalyan
28 February 2023 Initial Term subject to retirement
by rotation and extension
6 months
6 months
6 months’ fees if not re-elected or
retired.
Christopher J.N
Okeke
1 December 2023 Initial Term subject to retirement
by rotation and extension
6 months
6 months
6 months’ fees if not re-elected or
retired.
Babs Omotowa
1 April 2024
Initial Term subject to retirement
by rotation and extension
6 months
6 months
6 months’ fees if not re-elected or
retired.
Current Board composition and Terms of Reference of the Remuneration Committee
The members of Seplat’s Board Remuneration Committee are as follows:
• Emma FitzGerald (Chairperson)
• Charles Okeahalam (until 31 March 2024)
• Bello Rabiu
• Koosum Kalyan
• Christopher J.N Okeke (from 10 January 2024)
The Board has delegated to the Committee, under agreed Terms of Reference, responsibility for the Remuneration Policy and for determining
specific packages for the Executive Directors, the Chairman and other members of the senior management team. The Terms of Reference for
the Committee are available on the Company’s website, www.seplatenergy.com, and from the Company Secretary at the registered office.
The Committee receives assistance from the Director, Corporate Services, who attends meetings by invitation. The Executive Directors attend by invitation
on occasions, except when issues relating to their own remuneration are being discussed. The Committee met five times during the financial year.
Advisors to the Remuneration Committee
The Committee continues to engage the services of PricewaterhouseCoopers LLP (‘PwC’) as independent remuneration advisor. Other services
received by the Company from PwC during the financial year included those in relation to audit services. During the financial year, PwC UK
supported the Committee on aspects of the Remuneration Policy and its implementation for Executive Directors, Chairman and members of the
Executive team. The Committee is satisfied that advice received from PwC UK during the year was objective and independent.
PwC UK is a member of the Remuneration Consultants Group and the voluntary code of conduct of that body is designed to ensure objective
and independent advice is given to remuneration committees.
Shareholder voting at General Meeting
At the AGM held on 16 May 2024, the Company received a vote of 100% in favour of its Remuneration Policy and the Remuneration Report, which
were part of the same resolution.
Dr. Emma FitzGerald
Chairperson of the Remuneration Committee and Independent Non-Executive Director.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Annual Report on Remuneration continued
Seplat Energy Plc
146
Annual Report and Accounts 2024
Statutory Audit
Committee report
Mr. Abayomi Adeyemi
Chairman of the Statutory Audit Committee
2024 Members
20
Feb
18
Apr
22
Jul
22
Oct
Mr. Abayomi Adeyemi,
Chairman/Shareholder member,
4/4
Mrs. Hauwa Umar,
Shareholder member
4/4
Mr. Nornah Awoh,
Shareholder member
4/4
Mrs. Bashirat Odunewu1,
Director Member
4/4
Mr. Kazeem Raimi,
Director Member
4/4
1.
Independent Non-Executive Director
In the financial year ended 31 December 2024, the Committee held
four meetings, dates and attendance records for which can be seen
in the table above.
In compliance with Section 404(7) of the Companies and Allied
Matters Act 2020 (‘CAMA’), we the members of the Statutory Audit
Committee have reviewed the financial statements of the Company
for the year ended 31 December 2024 and reports thereon, and
confirm as follows:
• the accounting and reporting policies of the Company are in
compliance with legal requirements and agreed ethical practices;
• the scope and planning of audit requirement were, in our opinion,
adequate and compliant with legal requirements and best
practice;
• we have reviewed the findings on management letter, in
conjunction with the external auditor, and we are satisfied with the
response of management in dealing with such findings;
• the Company’s systems of accounting and internal controls are in
compliance with legal requirements and best practice;
• we have, in response to these matters, made the required
recommendations to the auditors of the Company.
In addition to the foregoing, we the members of the Statutory Audit
Committee conducted the following business during the year:
• review of the 2024 external audit plan and the 2025 internal audit
plan, including an assessment of the external auditors’
independence; and
• review of the proposed 2025 budget and work programme.
Mr. Abayomi Adeyemi, FCA, CFA
Chairman of the Statutory Audit Committee
FRC/2014/CISN/00000005607
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
147
Annual Report and Accounts 2024
Report of the Directors
The Directors are pleased to present to the shareholders of the Company their report
with the audited financial statements for the year ended 31 December 2024.
Principal activity
The Company is principally engaged in oil and gas exploration and
production.
Operating results
₦ million
$’000
2024
2023
2024
2023
Revenue
1,651,571 696,867 1,116,168 1,061,271
Operating profit/(loss)
647,926 163,728 437,881 249,360
Profit before taxation/(loss)
561,421 125,539 379,420 191,201
Profit for the year/(loss)
214,245 81,329 144,791 123,872
Dividend
During the year, the Directors recommended and paid to members
quarterly interim dividends of US$ 3.0 cents per share, declared in
April and July and US$ 3.6 cents per share declared in October in line
with our normal dividend distribution timetable. In addition to this, the
Board of Seplat is recommending a final dividend of US$ 3.6 cents
per share and a special dividend of US$ 3.3 cents per share. The final
dividend is subject to approval of shareholders, at the AGM which will
be held on 14 May 2025 in Lagos, Nigeria.
Unclaimed dividend
The total amount outstanding as at 31 December 2024 is
US$284,365.91 and ₦1,094,049,094.20. A list of shareholders and
corresponding unclaimed dividends is available on the Company’s
website: www.seplatenergy.com
Changes in property, plant and equipment
Movements in property, plant and equipment and significant additions
thereto are shown in Note 18 to the financial statements.
Rotation of Directors
In accordance with the provisions of Section 285 of the Companies
and Allied Matters Act, 2020, one third of the Directors of the
Company shall retire from office. The Directors to retire every year
shall be those who have been longest in office since their last election.
However, in accordance with Article 131 of the Company’s Articles of
Association, the Executive Directors and any Director appointed by a
Founder Shareholder shall not be subject to retirement by rotation or
taken into consideration in determining the number of Directors to
retire each year. Apart from the Executive Directors and Directors
appointed by the Founder Shareholders, all other Directors are
appointed for fixed terms and are eligible for re-appointment/
retirement by rotation.
The Directors who are eligible for re-appointment this year are
Madame Nathalie Delapalme and Ms. Koosum Kalyan.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
148
Annual Report and Accounts 2024
Directors’ interests in shares
In accordance with Section 301 of the Companies and Allied Matters Act, 2020, the interests of the Directors (and of persons connected with
them) in the share capital of the Company (all of which are beneficial unless otherwise stated) are as follows:
31/12/2023
31/12/2024
3/3/2025
No. of Ordinary
Shares
No. of
Ordinary
Shares
As a
percentage of
Ordinary
Shares in issue
No. of Ordinary
Shares
As a
percentage of
Ordinary
Shares in issue
Udoma Udo Udoma
—
55,0714
—
55,0714
0.01%
Roger Brown
4,831,379 4,006,169
—
4,153,7761
0.71%
Samson Ezugworie
257,288
547,9832
—
547,983
0.09%
Bello Rabiu
20,0004
20,0004
—
20,0004
—%
Eleanor Adaralegbe
n/a
234,209
—
445,8683
0.08%
Oliver de Langavant
—
—
—
—
—%
Nathalie Delapalme
—
—
—
—
—%
Emma FitzGerald
—
—
—
—
—%
Kazeem Raimi
—
6,577
—
6,577
—%
Bashirat Odunewu
—
—
—
—
—%
Ernest Ebi
50,000
50,000
—
50,000
0.01%
Koosum Kalyan
—
—
—
—
—%
Christopher J.N Okeke
—
—
—
—
—%
Babs Omotowa
n/a
20,000
—
20,000
—%
Charles Okeahalam
700,000
n/a
n/a
n/a
n/a
Basil Omiyi
495,238
n/a
n/a
n/a
n/a
Emeka Onwuka
141,779
n/a
n/a
n/a
n/a
Total
6,495,684 4,940,009
— 5,299,275
0.90%
1.
Additional shares transferred as LTIP vested shares at nil cost.
2.
290,695 shares acquired at nil-cost through vesting of sign-on share award and Executive Deferred Bonus (EDB) award.
3.
211,659 shares transferred as LTIP vested shares at nil cost.
4.
Udoma Udo Udoma indirectly holds 22,571 of his 55,071 shares through Tierce Investments Ltd while Bello Rabiu holds his 20,000 shares indirectly through Axholme Nominees Limited “IZ”
Directors’ interest in contracts
The former Chairman and a Non-Executive Director have disclosable indirect interests in contracts with which the Company was involved at 31
December 2024 for the purpose of section 303 of the Companies and Allied Matters Act, 2020. These have been disclosed in Note 41.
Substantial interest in shares
At 31 December 2024, the following shareholders held more than 5.0% of the issued share capital of the Company:
Shareholder
Number of holdings
%
Maurel & Prom Group
120,402,000,000
20.46
Petrolin Group
81,015,319,000
13.77
Sustainable Capital
57,492,183,000
9.77
Professional Support
50,019,178,000
8.5
Allan Gray Investment Management
33,038,113,000
5.61
Free float
With a free float of 28.1% as at 31 December 2024, Seplat Energy Plc is compliant with the Nigerian Exchange’s free float requirements for
companies listed on the Premium Board.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
149
Annual Report and Accounts 2024
Share Dealing Policy
We confirm that to the best of our knowledge that there has been compliance with the Company’s Share Dealing Policy during the period.
Shareholding analysis
The distribution of shareholders at 31 December 2024 is as stated below:
Share range
Number of
shareholders
% of
shareholders
Number of
shares held
% of shareholding
1-10,000
3,365,000
91.69
1,613,647
0.27
10,001-50,000
166
4.52
4,174,019
0.71
50,001-100,000
45
1.23
3,439,663
0.58
100,001-500,000
60
1.63
13,034,927
2.22
500,001-1,000,000
9
0.25
6,067,583
1.03
1,000,001-5,000,000
19
0.52
44,379,459
7.54
5,000,001-10,000,000
5
0.14
36,295,426
6.17
100,000,001-500,000,0001*
1
0.03
479,439,837
81.48
Total
3,670
100 588,444,561
100
1.
Includes shares held by Computershare on the London Stock Exchange.
Share capital history
Year
Authorised increase
Cumulative
Issued increase/
cancelled
Cumulative
Consideration
Jun-09
—
100,000,000
100,000,000
100,000,000
Cash
Mar-13
100,000,000
200,000,000
100,000,000
200,000,000
Stock split from N1.00 to
50k
Jul-13
200,000,000
400,000,000
200,000,000
400,000,000
Bonus (1 for 2)
Aug-13
600,000,000
1,000,000,000
153,310,313
553,310,313
Cash
Dec-14
—
1,000,000,000
—
553,310,313
No change
Dec-15
—
1,000,000,000
10,134,248
563,444,561
Staff share scheme
Dec-16
—
1,000,000,000
—
563,444,561
No change
Dec-17
—
1,000,000,000
—
563,444,561
No change
Feb-18
—
1,000,000,000
25,000,000
588,444,561
Staff share scheme
Dec-19
—
1,000,000,000
—
588,444,561
No change
Dec-20
—
1,000,000,000
—
588,444,561
No change
Dec-21
—
1,000,000,000
—
588,444,561
No change
Dec-22
—
—
(411,555,439)
588,444,561
Cancellation1
Dec-23
—
—
—
588,444,561
No change
Dec-24
—
—
—
588,444,561
No change
1.
By virtue of s.124, CAMA 2020 and Regulation 13, Companies Regulations 2021, CAC mandated companies with unissued shares to issue all unissued/unallotted shares not later than 31
December 2023. The consequence of non-compliance is that any unissued share capital at the relevant date will not be recognised as forming part of the share capital of the company until
it is issued or reduced through the share capital reduction process. In compliance with the above directive and having obtained shareholders’ approval at the AGM held on 18 May 2022, the
Company cancelled 411,555,439 unissued shares.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Report of the Directors continued
Seplat Energy Plc
150
Annual Report and Accounts 2024
Donations
The following donations were made by the Group during the year (2023: ₦392,056,600, $597,074)
Beneficiary
NG₦
$
Chartered Institute of Arbitrators Nigeria
1,880,273.77
1,270.73
NOG Energy Week Conference and Exhibition 2024
26,759,391.33
18,084.58
Falcon Golf Development Company Limited
920,257.38
621.93
Fasapillars Limited
574,914.87
388.54
Institute of Directors
881,179.03
595.52
Lawyers in Oil and Gas Network
1,052,807.12
711.51
Nigerian Association of Petroleum Explorationists
19,775,538.48
13,364.74
Nigerian Institute of Public Relations
1,878,720.10
1,269.68
Nigerian Society of Engineers Sapele Branch
2,497,522.28
1,687.88
Oil Council - Clarion Events Ltd
29,177,809.92
19,719.00
Petroleum Technology Association
4,503,938.76
3,043.86
SPE Ventures (Society of Petroleum Engineers)
15,484,658.84
10,464.87
The Institute of Internal Auditors Nigeria
2,778,276.76
1,877.62
The Nigerian Economic Summit Group
4,696,829.85
3,174.22
The Nigerian Society of Engineers
1,842,660.30
1,245.31
Women In Management (Wimbiz)
11,179,470.69
7,555.33
Others
7,607,523.17
5,141.33
Brevity Anderson Ltd
28,839,155.56
19,490.13
Ansymill Global Services
339,793.72
229.64
Grand total
162,670,721.95
109,936.42
Auditor
The auditor, PricewaterhouseCoopers (PwC), has indicated its willingness to continue in office in accordance with Section 401(2) of the
Companies and Allied Matters Act, 2020. A resolution will be proposed at the AGM for the re-appointment of PwC as the Company’s auditor and
for authorisation to the Board of Directors to fix the auditor’s remuneration.
By Order of the Board
Edith Onwuchekwa
FRC/2013/NBA/00000003660
Company Secretary
Seplat Energy Plc
16A Temple Road, Ikoyi, Lagos, Nigeria
4 March 2025
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
151
Annual Report and Accounts 2024
Financial
Statements
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
152
Annual Report and Accounts 2024
Statement of Directors’
responsibilities
For the year ended 31 December 2024
The Companies and Allied Matters Act, 2020, requires the Directors to prepare financial statements for each financial year that give a true and fair
view of the state of financial affairs of the Group at the end of the year and of its profit or loss. The responsibilities include ensuring that the Group:
1)
keeps proper accounting records that disclose, with reasonable accuracy, the financial position of the Group and comply with the
requirements of the Companies and Allied Matters Act, 2020;
2) establishes adequate internal controls to safeguard its assets and to prevent and detect fraud and other irregularities; and
3) prepares its financial statements using suitable accounting policies supported by reasonable and prudent judgments and estimates and are
consistently applied.
The Directors accept responsibility for the annual financial statements, which have been prepared using appropriate accounting policies
supported by reasonable and prudent judgments and estimates, in conformity with International Financial Reporting Standards (IFRS), the
requirements of the Companies and Allied Matters Act, 2020 and Financial Reporting Council of Nigeria Act, No. 6, 2011.
The Directors are of the opinion that the financial statements give a true and fair view of the state of the financial affairs of the Group and of its
financial performance and cash flows for the year. The Directors further accept responsibility for the maintenance of accounting records that may
be relied upon in the preparation of financial statements, as well as adequate systems of internal financial control.
Nothing has come to the attention of the Directors to indicate that the Group will not remain a going concern for at least twelve months from the
date of this statement.
Signed on behalf of the Directors by:
U.U. Udoma
Chairman
FRC/2013/NBA/00000001796
04 March 2025
R.T. Brown
Chief Executive Officer
FRC/2014/PRO/DIR/003/00000017939
04 March 2025
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
153
Annual Report and Accounts 2024
Statutory Audit Committee report
For the year ended 31 December 2024
To the members of Seplat Energy Plc:
In accordance with the provisions of Section 404 (7) of the Companies and Allied Matters Act, CAMA 2020, we the members of the Audit
Committee of Seplat Energy Plc hereby report on the financial statements of the Group for the year ended 31 December 2024 as follows:
• That the scope and plan of the audit for the year ended 31 December 2024 were adequate;
• We have reviewed the financial statements and are satisfied with the explanations and comments obtained;
• We have reviewed the external auditors’ management letter for the year and are satisfied with the management’s responses and that
management has taken appropriate steps to address the issues raised by the Auditors;
• We are of the opinion that the accounting and reporting policies of the Company are in accordance with legal requirements and ethical
practices.
The external Auditors confirmed having received full co-operation from the Company’s management in the course of the statutory audit and that
the scope of their work was not restricted in any way.
Mr. Abayomi Adeyemi, FCA, CFA
Chairman, Statutory Audit Committee
FRC/2014/CISN/00000005607
04 March 2025
Statutory Audit Committee Members
Mr. Abayomi Adeyemi
Chairman / Shareholder Member
Mrs. Hauwa Umar
Shareholder Member
Mr. Nornah Awoh
Shareholder Member
Mrs. Bashirat Odunewu
Independent Non-Executive Director
Mr. Kazeem Raimi
Non-Executive Director
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
154
Annual Report and Accounts 2024
Statement of corporate
responsibility for financial reports
For the year ended 31 December 2024
In line with the provision of S.405 of CAMA 2020, we have reviewed the audited financial statements of the Group for the year ended 31
December 2024 and based on our knowledge confirm as follows:
• The audited financial statements do not contain any untrue statement of material fact or omit to state a material fact that would make the
statements misleading
• The audited financial statements and all other financial information included in the statements fairly present, in all material respects, the financial
condition and results of operation of the Company as of and for, the period ended 31 December 2024
• The Company’s internal controls have been designed to ensure that all material information included relating to the Company and its
subsidiaries is received and provided to the Auditors in the course of the audit
• The Company’s internal controls were evaluated within 90 days of the financial reporting date and are effective as of 31 December 2024
• That we have disclosed to the Company’s Auditors and the Audit Committee the following information:
1.
There are no significant deficiencies in the design or operation of the Company’s internal control that could adversely affect the Company’s
ability to record, process, summarise and report financial data, and have discussed with the auditors any weaknesses in internal controls
observed in the cause of the audit
2. There is no fraud involving management or other employees that could have any significant role in the Company’s internal control
3. There are no significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of
this audit, including any corrective actions with regard to any observed deficiencies and material weaknesses
R.T. Brown
FRC/2014/PRO/DIR/003/00000017939
Chief Executive Officer
04 March 2025
E. Adaralegbe
FRC/ /2017/ICAN/00000017591
Chief Financial Officer
04 March 2025
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
155
Annual Report and Accounts 2024
Management's annual assessment of,
and report on, Seplat Energy Plc's
internal control over financial
reporting
Annual Report and Financial Statements for the year ended 31 December 2024
To comply with the provisions of Section 1.3 of SEC Guidance on Implementation of Sections 60-63 of Investments and Securities Act 2007, we
hereby make the following statements regarding the Internal Controls of Seplat Energy Plc for the year ended 31 December 2024:
1.
Seplat Energy Plc’s management is responsible for establishing and maintaining a system of internal control over financial reporting (“ICFR”)
that provides reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external
purposes in accordance with International Financial Reporting Standards.
2. Seplat Energy Plc’s management used the Committee of Sponsoring Organizations of the Treadway Commission (COSO) Internal Control-
Integrated Framework to conduct the required evaluation of the effectiveness of the entity's ICFR;
3. Seplat Energy Plc’s management has assessed that the entity's ICFR as of the end of 31 December 2024 is effective.
4. Seplat Energy Plc’s external auditor Messrs PricewaterhouseCoopers that audited the financial statements, included in the annual report, has
issued an attestation report on management's assessment of the entity's internal control over financial reporting.
The attestation report of Messrs PricewaterhouseCoopers that audited its financial statements will be filed as part of Seplat Energy Plc’s annual
report.
Udoma Udo Udoma, CON
Chairman
FRC/2013/NBA/00000001796
Roger Brown
Chief Executive Officer
FRC/2014/PRO/DIR/003/00000017939
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
156
Annual Report and Accounts 2024
Certification of management’s
assessment on internal control over
financial reporting
Annual Report and Financial Statements for the year ended 31 December 2024
To comply with the provisions of Section 1.1 of SEC Guidance on Implementation of Sections 60-63 of Investments and Securities Act 2007, I
hereby make the following statements regarding the Internal Controls of Seplat Energy Plc for the year ended 31 December 2024.
I, Roger Brown, certify that:
1.
I have reviewed this management assessment on internal control over financial reporting of Seplat Energy Plc;
2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to
make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period
covered by this Report;
3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects
the financial condition, results of operations and cash flows of the entity as of, and for, the periods presented in this Report;
4. The entity’s other certifying officer and I:
a. are responsible for establishing and maintaining internal controls;
b. have designed such internal controls and procedures, or caused such internal controls and procedures to be designed under our
supervision, to ensure that material information relating to the entity, and its consolidated subsidiaries, is made known to us by others within
those entities, particularly during the period in which this Report is being prepared;
c. have designed such internal control system, or caused such internal control system to be designed under our supervision, to provide
reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in
accordance with generally accepted accounting principles;
d. have evaluated the effectiveness of the entity's internal controls and procedures as of a date within 90 days prior to the Report and
presented in this Report our conclusions about the effectiveness of the internal controls and procedures, as of the end of the period
covered by this report based on such evaluation.
5. The entity's other certifying officer and I have disclosed, based on our most recent evaluation of internal control system, to the entity's auditors
and the audit committee of the entity's Board of Directors (or persons performing the equivalent functions):
a. All significant deficiencies and material weaknesses in the design or operation of the internal control system which are reasonably likely to
adversely affect the entity’s ability to record, process, summarise and report financial information; and
b. Any fraud, whether or not material, that involves management or other employees who have a significant role in the entity's internal control
system.
6. The entity's other certifying officer(s) and I have identified, in the Report whether or not there were significant changes in internal controls or
other facts that could significantly affect internal controls subsequent to the date of their evaluation including any corrective actions with
regard to significant deficiencies and material weaknesses.
Roger Brown
Chief Executive Officer
FRC/2014/PRO/DIR/003/00000017939
4 March 2025
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
157
Annual Report and Accounts 2024
Certification of management’s
assessment on internal control over
financial reporting
Annual Report and Financial Statements for the year ended 31 December 2024
To comply with the provisions of Section 1.1 of SEC Guidance on Implementation of Sections 60-63 of Investments and Securities Act 2007, I
hereby make the following statements regarding the Internal Controls of Seplat Energy Plc for the year ended 31 December 2024.
I, Eleanor Adaralegbe, certify that:
1.
I have reviewed this Management assessment on internal control over financial reporting of Seplat Energy Plc;
2. Based on my knowledge, this Report does not contain any untrue statement of a material fact or omit to state a material fact necessary to
make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period
covered by this report;
3. Based on my knowledge, the financial statements, and other financial information included in this Report, fairly present in all material respects
the financial condition, results of operations and cash flows of the entity as of, and for, the periods presented in this Report;
4. The entity’s other certifying officer and I:
a. are responsible for establishing and maintaining internal controls;
b. have designed such internal controls and procedures, or caused such internal controls and procedures to be designed under our
supervision, to ensure that material information relating to the entity, and its consolidated subsidiaries, is made known to us by others within
those entities, particularly during the period in which this Report is being prepared;
c. have designed such internal control system, or caused such internal control system to be designed under our supervision, to provide
reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in
accordance with generally accepted accounting principles;
d. have evaluated the effectiveness of the entity's internal controls and procedures as of a date within 90 days prior to the Report and
presented in this Report our conclusions about the effectiveness of the internal controls and procedures, as of the end of the period
covered by this report based on such evaluation.
5. The entity's other certifying officer and I have disclosed, based on our most recent evaluation of internal control system, to the entity's auditors
and the audit committee of the entity's Board of Directors (or persons performing the equivalent functions):
a. All significant deficiencies and material weaknesses in the design or operation of the internal control system which are reasonably likely to
adversely affect the entity’s ability to record, process, summarise and report financial information; and
b. Any fraud, whether or not material, that involves management or other employees who have a significant role in the entity's internal control
system.
6. The entity's other certifying officer and I have identified, in the report whether or not there were significant changes in internal controls or other
facts that could significantly affect internal controls subsequent to the date of their evaluation including any corrective actions with regard to
significant deficiencies and material weaknesses.
Eleanor Adaralegbe
Chief Financial Officer
FRC/2017/ICAN/00000017591
4 March 2025
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
158
Annual Report and Accounts 2024
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
159
Annual Report and Accounts 2024
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Independent Auditor’s Report continued
Seplat Energy Plc
160
Annual Report and Accounts 2024
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
161
Annual Report and Accounts 2024
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Independent Auditor’s Report continued
Seplat Energy Plc
162
Annual Report and Accounts 2024
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
163
Annual Report and Accounts 2024
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Independent Auditor’s Report continued
Seplat Energy Plc
164
Annual Report and Accounts 2024
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
165
Annual Report and Accounts 2024
Consolidated statement of profit or loss and other
comprehensive income
For the year ended 31 December 2024
31 Dec 2024
31 Dec 2023
31 Dec 2024
31 Dec 2023
Notes
₦ million
₦ million
$'000
$'000
Revenue from contracts with customers
8 1,651,571
696,867
1,116,168
1,061,271
Cost of sales
9
(941,472)
(347,534) (636,270)
(529,275)
Gross profit
710,099
349,333
479,898
531,996
Other income/(loss) -net
10
54,955
(80,066)
37,140
(121,930)
Gain on bargain purchase
11
127,230
—
85,985
—
General and administrative expenses
12
(217,841)
(94,282)
(147,223)
(143,564)
Impairment loss on financial assets
13
(15,640)
(8,310)
(10,570)
(12,656)
Fair value losses
14
(10,875)
(2,946)
(7,349)
(4,486)
Operating profit
647,928
163,729
437,881
249,360
Finance income
15
19,525
6,277
13,196
9,559
Finance costs
(136,512)
(45,438)
(92,257)
(69,199)
Finance cost - net
15
(116,987)
(39,161)
(79,062)
(59,640)
Share of profit from joint venture accounted for using the equity method
23.3.1.2
30,482
972
20,601
1,481
Profit before taxation
561,423
125,540
379,421
191,201
Income tax expense
16
(347,176)
(44,210) (234,629)
(67,329)
Profit for the year
214,247
81,330
144,792
123,872
Attributable to:
Equity holders of the parent
226,910
54,577
153,350
83,130
Non-controlling interests
(12,663)
26,753
(8,558)
40,742
214,247
81,330
144,792
123,872
Earnings per share for the year
Basic earnings per share ₦/$
39
385.61
92.75
0.26
0.14
Diluted earnings per share ₦/$
39
385.61
92.75
0.26
0.14
Notes 1 to 46 on pages 171 to 253 are an integral part of these financial statements.
31 Dec 2024
31 Dec 2023
31 Dec 2024
31 Dec 2023
Notes
₦ million
₦ million
$'000
$'000
Profit for the year
214,247
81,330
144,792
123,872
Other comprehensive income:
Items that may be reclassified to profit or loss (net of tax):
Foreign currency translation difference
1,142,124
804,113
(583)
194
Remeasurement loss on defined benefits obligations
(5,105)
(555)
(3,450)
(845)
Deferred tax credit on remeasurement gain
1,685
183
1,139
279
Other comprehensive income/(loss) for the year
1,138,704
803,741
(2,894)
(372)
Total comprehensive income for the year (net of tax)
1,352,951
885,071
141,898
123,500
Attributable to:
Equity holders of the parent
1,365,614
858,318
150,456
82,758
Non-controlling interests
(12,663)
26,753
(8,558)
40,742
1,352,951
885,071
141,898
123,500
The above year end consolidated statement of profit or loss and other comprehensive income should be read in conjunction with the
accompanying notes.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
166
Annual Report and Accounts 2024
Consolidated statement of financial position
As at 31 December 2024
31 Dec 2024
31 Dec 2023
31 Dec 2024
31 Dec 2023
Notes
₦ million
₦ million
$'000
$'000
Assets
Non-current assets
Oil & gas properties
18.1 5,074,590 1,465,354 3,305,233
1,629,271
Other Property, plant and Equipment
18.2
346,574
25,744
225,734
28,624
Right-of-use assets
20
198,918
1,946
129,561
2,164
Intangible assets
21
383,257
106,583
249,627
118,506
Other Assets
19
139,431
91,478
90,815
101,711
Investment accounted for using equity method
23.3.1
374,641
200,937
244,015
223,414
Long-term prepayments
22
48,018
37,978
31,276
42,227
Deferred tax assets
16.3
353,954
261,529
230,541
290,784
Total non-current assets
6,919,383
2,191,549 4,506,802 2,436,701
Current assets
Inventory
24
725,565
47,154
472,582
52,428
Trade and other receivables
25 1,156,593
368,898
753,321
410,165
Prepayments
22
52,596
9,477
34,257
10,536
Contract assets
26
23,918
7,240
15,579
8,049
Restricted cash
28.2
202,983
24,311
132,209
27,031
Cash and cash equivalents
28
721,385
404,825
469,862
450,109
Total current assets
2,883,040
861,905 1,877,810
958,318
Asset held for sale
29
18,838
—
12,270
—
Total assets
9,821,261 3,053,454 6,396,882 3,395,019
Equity and liabilities
Equity attributable to shareholders
Issued Share Capital
30
297
297
1,864
1,864
Share Premium
30.3
87,375
90,138
518,564
520,431
Share Based Payment Reserve
30.4
15,558
12,255
36,747
34,515
Treasury shares
30.5
(3,570)
(1,612)
(5,609)
(4,286)
Capital Contribution
5,932
5,932
40,000
40,000
Retained Earnings
319,013
230,708 1,233,128
1,173,450
Foreign currency translation reserve
32 2,393,251
1,251,127
2,233
2,816
Non-controlling interest
11,127
23,790
15,679
24,237
Total shareholder's equity
2,828,983
1,612,635 1,842,606
1,793,027
Non-current liabilities
Interest bearing loans and borrowings
33 1,409,480
599,434
918,036
666,487
Lease liabilities
34
88,530
—
57,663
—
Provision for decommissioning obligation
35 1,194,818
117,489
778,221
130,631
Deferred tax liability
16.5 1,615,677
88,381 1,052,339
98,267
Defined benefit plan
36.2
76,900
1,810
50,087
2,013
Total non-current liabilities
4,385,405
807,114 2,856,346
897,398
Current liabilities
Interest bearing loans and borrowings
33
690,270
80,265
449,593
89,244
Lease liabilities
34
24,415
1,207
15,902
1,342
Derivative financial liability
27
6,073
1,444
3,955
1,606
Trade and other payables
37 1,684,706
480,136 1,097,297
533,845
Other provisions
38
5,088
—
3,314
—
Current tax liabilities
16.2
196,321
70,653
127,869
78,557
Total current liabilities
2,606,873
633,705 1,697,930
704,594
Total liabilities
6,992,278
1,440,819 4,554,276
1,601,992
Total shareholders' equity and liabilities
9,821,261 3,053,454 6,396,882 3,395,019
Notes 1 to 46 on pages 171 to 253 are an integral part of these financial statements.
The financial statements of Seplat Energy Plc and its subsidiaries (The Group) for the year ended 31 December 2024 were authorised for issue in
accordance with a resolution of the Directors on 4 March 2025 and were signed on its behalf by:
U. U. Udoma
R.T Brown
E. Adaralegbe
FRC/2013/NBA/00000001796
FRC/2014/PRO/DIR/00000017939
FRC/2017/ICAN/006/00000017591
Chairman
Chief Executive Officer
Chief Financial Officer
4 March 2025
4 March 2025
4 March 2025
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
167
Annual Report and Accounts 2024
Consolidated statement of changes in equity
As at 31 December 2024
Issued
Share
Capital
Share
Premium
Share
Based
Payment
Reserve
Treasury
shares
Capital
Contribution
Retained
Earnings
Foreign
Currency
Translation
Reserve
Non-
controlling
interest
Total
Equity
₦ million
₦ million
₦ million
₦ million
₦ million
₦ million
₦ million
₦ million
₦ million
At 1 January 2023
297
91,317
5,936
(2,025)
5,932 241,386 447,014
(2,963) 786,894
Profit for the year
—
—
—
—
—
54,577
—
26,753
81,330
Other comprehensive (loss)/income
—
—
—
—
—
(372) 804,113
—
803,741
Total comprehensive income for the
year
—
—
—
—
— 54,205 804,113 26,753
885,071
Transactions with owners in their capacity as owners:
Dividend paid
—
—
—
—
— (64,883)
—
—
(64,883)
Share based payments
—
—
7,717
—
—
—
—
—
7,717
Vested shares
3
1,395
(1,398)
—
—
—
—
—
—
PAYE tax withheld on vested shares
(1,179)
(1,179)
Issued vested shares
(3)
(1,395)
—
1,398
—
—
—
—
—
Shares re-purchased
—
—
—
(985)
—
—
—
—
(985)
Total
—
(1,179)
6,319
413
— (64,883)
—
—
(59,330)
At 31 December 2023
297 90,138
12,255
(1,612)
5,932 230,708 1,251,127 23,790 1,612,635
At 1 January 2024
297 90,138
12,255
(1,612)
5,932 230,708 1,251,127 23,790 1,612,635
Profit for the period
—
—
—
—
— 226,910
— (12,663)
214,247
Other comprehensive (loss)/ income
—
—
—
—
—
(3,420) 1,142,124
— 1,138,704
Total comprehensive income for the
year
—
—
—
—
— 223,490 1,142,124 (12,663) 1,352,951
Transactions with owners in their capacity as owners:
Dividend paid
—
—
—
—
— (135,185)
—
—
(135,185)
Share based payments
—
—
30,211
—
—
—
—
—
30,211
Vested shares
—
— (26,908) 26,908
—
—
—
—
—
PAYE tax witheld on vested shares
—
(2,763)
—
—
—
—
—
—
(2,763)
Share re-purchased
—
—
— (28,866)
—
—
—
—
(28,866)
Total
—
(2,763)
3,303
(1,958)
— (135,185)
—
— (136,603)
At 31 December 2024
297 87,375
15,558
(3,570)
5,932 319,013 2,393,251
11,127 2,828,983
Notes 1 to 46 on pages 171 to 253 are an integral part of these financial statements.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
168
Annual Report and Accounts 2024
Issued
Share
Capital
Share
Premium
Share
Based
Payment
Reserve
Treasury
shares
Capital
Contribution
Retained
Earnings
Foreign
Currency
Translation
Reserve
Non-
controlling
interest
Total
$'000
$'000
$'000
$'000
$'000
$'000
$'000
$'000
$'000
Balance as at 1 January 2023
1,864 522,227 24,893
(4,915) 40,000 1,189,697
2,622 (16,505) 1,759,883
Profit for the year
—
—
—
—
—
83,130
—
40,742 123,872
Other comprehensive (loss)/ income
—
—
—
—
—
(566)
194
—
(372)
Total comprehensive income for the
year
—
—
—
—
— 82,564
194 40,742 123,500
Transactions with owners in their capacity as owners:
Dividend paid
—
—
—
—
—
(98,811)
—
—
(98,811)
Share based payments
—
—
11,751
—
—
—
—
—
11,751
Vested shares
5
2,124
(2,129)
—
—
—
—
—
—
PAYE tax witheld on vested shares
(1,796)
(1,796)
Issued vested shares
(5)
(2,124)
—
2,129
—
—
—
—
—
Share repurchased
—
—
—
(1,500)
—
—
—
—
(1,500)
Total
—
(1,796)
9,622
629
— (98,811)
—
— (90,356)
As at 31 December 2023
1,864 520,431
34,515
(4,286) 40,000 1,173,450
2,816 24,237 1,793,027
Balance at 1 January 2024
1,864 520,431
34,515
(4,286) 40,000 1,173,450
2,816 24,237 1,793,027
Profit for the period
—
—
—
—
— 153,350
—
(8,558) 144,792
Other Comprehensive income
—
—
—
—
—
(2,311)
(583)
—
(2,894)
Total comprehensive income/(loss)
for the period
—
—
—
—
— 151,039
(583)
(8,558) 141,898
Transactions with owners in their capacity as owners:
Dividend paid
—
—
—
—
— (91,361)
—
— (91,361)
Share based payments
—
—
20,417
—
—
—
—
—
20,417
Vested Shares
—
— (18,185)
18,185
—
—
—
—
—
PAYE tax witheld on vested shares
—
(1,867)
—
—
—
—
—
—
(1,867)
Share repurchased
—
—
— (19,508)
—
—
—
— (19,508)
Total
—
(1,867)
2,232
(1,323)
— (91,361)
—
— (92,319)
As at 31 December 2024
1,864 518,564 36,747 (5,609) 40,000 1,233,128
2,233
15,679 1,842,606
Notes 1 to 46 on pages 171 to 253 are an integral part of these financial statements.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
169
Annual Report and Accounts 2024
Consolidated statement of cash flows
For the year ended 31 December 2024
31 Dec 2024
31 Dec 2023
31 Dec 2024
31 Dec 2023
Notes
₦ million
₦ million
$'000
$'000
Cash flows from operating activities
Cash generated from operations
17
567,459
340,570
383,499
519,864
Income tax paid
16.2 (100,672)
(40,767)
(68,036)
(62,085)
PAYE tax on vested shares paid
30.2
(2,763)
(1,179)
(1,867)
(1,796)
Contribution to plan assets
36
(1,317)
(3,000)
(890)
(5,529)
Restricted Cash
28.3
3,399
(2,027)
2,297
(3,087)
Hedge premium paid
14
(7,398)
(3,533)
(5,000)
(5,380)
Net cash inflows from operating activities
458,708
290,064
310,003
441,987
Cash flows from investing activities
Payment for acquisition of oil and gas properties
18.1 (297,483)
(117,539) (202,553)
(179,002)
Proceeds from disposal of oil and gas properties
18.3.2
9,134
9,889
6,173
15,060
Payment for acquisition of other property, plant and equipment
18.2
(8,273)
(3,238)
(5,591)
(4,931)
Proceeds from disposal of other property, plant and equipment***
18.3.1
12
—
8
—
Receipts from other asset****
19
16,123
—
10,896
—
Payment for acquisition of subsidiary
7 (1,029,964)
— (672,300)
—
Cash acquired from acquiree
7
279,885
—
182,693
—
Initial deposit for asset held for sale
37
12,629
—
8,535
—
Interest received
15
19,526
6,277
13,196
9,559
Net cash outflows used in investing activities
(998,411)
(104,611) (658,943)
(159,314)
Cash flows from financing activities
Repayments of loans and borrowings
33.1
(56,981)
(14,446)
(38,509)
(22,000)
Proceeds from loans and borrowings
33.1
961,792
— 650,000
—
Dividend paid
40
(135,185)
(64,883)
(91,361)
(98,811)
Shares purchased for employees*
30.4
(28,866)
(1,179)
(19,508)
(1,500)
Interest paid on lease liability
34
(4,017)
(35)
(2,715)
(54)
Lease payment - principal portion
34
(6,401)
(2,988)
(4,326)
(4,551)
Payments of other financing charges**
33.1
(31,775)
(5,343)
(21,474)
(8,137)
Interest paid on loans and borrowings
33.1
(92,504)
(40,455)
(62,516)
(61,610)
Net cash inflows/(outflows) used in financing activities
606,063
(129,329)
409,591
(196,663)
Net (decrease)/increase in cash and cash equivalents
66,360
56,124
60,651
86,010
Cash and cash equivalents at beginning of the year
404,825
180,786
450,109
404,336
Effects of exchange rate changes on cash and cash equivalents
250,200
167,915
(40,898)
(40,237)
Cash and cash equivalents at end of the year
28
721,385
404,825
469,862
450,109
*Shares purchased for employees of $19.5 million, ₦28.9 billion represent shares purchased for the company’s LTIP scheme.
**Other financing charges of $21.5 million, ₦31.8 billion relate to commitment fees and other transaction costs incurred on interest bearing loans and borrowings ($350 million Revolving Credit
Facility, $300 million Advance Payment Facility, $110 million Reserved Based Lending Facility and $50 million Junior Facility).
***This relates to oil and gas assets disposed in the prior year, however the cash proceeds were received during the year. The agreed disposed amount was recognised within receivables in
prior year.
****Receipt from Other asset relates to proceeds from the financial interest in OML 55.
Notes 1 to 46 on pages 171 to 253 are an integral part of these financial statements.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
170
Annual Report and Accounts 2024
Notes to the consolidated financial statements
For the year ended 31 December 2024
1. Corporate structure and business
Seplat Energy Plc (formerly called Seplat Petroleum Development
Company Plc, hereinafter referred to as ‘Seplat’ or the ‘Company’), the
parent of the Group, was incorporated on 17 June 2009 as a private
limited liability company and re-registered as a public company on 3
October 2014, under the Companies and Allied Matters Act, CAP C20,
Laws of the Federation of Nigeria 2004. The Company commenced
operations on 1 August 2010. The Company is principally engaged in
oil and gas exploration and production and gas processing activities.
The Company’s registered address is: 16a Temple Road (Olu
Holloway), Ikoyi, Lagos, Nigeria.
The Company acquired, pursuant to an agreement for assignment
dated 31 January 2010 between the Company, SPDC, TOTAL and
AGIP, a 45% participating interest in OML 4, OML 38 and OML 41
located in Nigeria.
On 7 November 2010, Newton Energy Limited (‘Newton Energy’), an
entity previously beneficially owned by the same shareholders as
Seplat, became a subsidiary of the Company. On 1 June 2013, Newton
Energy acquired from Pillar Oil Limited (‘Pillar Oil’) a 40% Participant
interest in producing assets: the Umuseti/Igbuku marginal field area
located within OPL 283 (the ‘Umuseti/Igbuku Fields’).
On 27 March 2013, the Group incorporated a subsidiary, MSP Energy
Limited. The Company was incorporated for oil and gas exploration
and production.
On 11 December 2013, the Group incorporated a new subsidiary,
Seplat East Swamp Company Limited with the principal activity of oil
and gas exploration and production.
On 11 December 2013, Seplat Gas Company Limited (‘Seplat Gas’) was
incorporated as a private limited liability company to engage in oil and
gas exploration and production and gas processing.
On 21 August 2014, the Group incorporated a new subsidiary, Seplat
Energy UK Limited (formerly called Seplat Petroleum Development UK
Limited). The subsidiary provides technical, liaison and administrative
support services relating to oil and gas exploration activities.
In 2015, the Group purchased a 40% participating interest in OML 53,
onshore northeastern Niger Delta (Seplat East Onshore Limited), from
Chevron Nigeria Ltd for $259.4 million.
In 2017, the Group incorporated a new subsidiary, ANOH Gas
Processing Company Limited. The principal activity of the Company is
the processing of gas from OML 53 using the ANOH gas processing
plant. The Group divested some of its ownership interest in this
Company to Nigerian Gas Processing and Transportation Company
(NGPTC) which was effective from 18 April 2019, hence this
investment qualifies as a joint arrangement and has continued to be
recognised as investment in joint venture.
On 16 January 2018, the Group incorporated a subsidiary, Seplat West
Limited (‘Seplat West’). Seplat West was incorporated to manage the
producing assets of Seplat Plc.
On 31 December 2019, Seplat Energy Plc, acquired 100% of Eland Oil
and Gas Plc’s issued and yet to be issued ordinary shares. Eland is an
independent oil and gas company that holds interest in subsidiaries
and joint ventures that are into production, development and
exploration in West Africa, particularly the Niger Delta region of Nigeria.
On acquisition of Eland Oil and Gas Plc (Eland), the Group acquired
indirect interest in existing subsidiaries of Eland.
Eland Oil & Gas (Nigeria) Limited, is a subsidiary acquired through the
purchase of Eland and is into exploration and production of oil and
gas.
Westport Oil Limited, which was also acquired through purchase of
Eland is a financing company.
Elcrest Exploration and Production Company Limited (Elcrest) who
became an indirect subsidiary of the Group purchased a 45 percent
interest in OML 40 in 2012. Elcrest is a Joint Venture between Eland Oil
and Gas (Nigeria) Limited (45%) and Starcrest Nigeria Energy Limited
(55%). It has been consolidated because Eland is deemed to have
power over the relevant activities of Elcrest to affect variable returns
from Elcrest at the date of acquisition by the Group. (See details in
Note 4.1.v) The principal activity of Elcrest is exploration and production
of oil and gas.
Wester Ord Oil & Gas (Nigeria) Limited, who also became an indirect
subsidiary of the Group acquired a 40% stake in a licence, Ubima, in
2014 via a joint operations agreement. The principal activity of Wester
Ord Oil & Gas (Nigeria) Limited is exploration and production of oil and
gas. In 2022, Wester Ord Oil and Gas (Nigeria) divested it's interest in
Ubima.
Other entities acquired through the purchase of Eland are Tarland Oil
Holdings Limited (a holding company), Brineland Petroleum Limited
(dormant company) and Destination Natural Resources Limited
(dormant company).
On 1 January 2020, Seplat Energy Plc transferred its 45% participating
interest in OML 4, OML 38 and OML 41 (“transferred assets”) to Seplat
West Limited. As a result, Seplat ceased to be a party to the Joint
Operating Agreement in respect of the transferred assets and
became a holding company. Seplat West Limited became a party to
the Joint Operating Agreement in respect of the transferred assets
and assumed its rights and obligations.
On 20 May 2021, following a special resolution by the Board in view of
the Company’s strategy of transitioning into an energy Company
promoting renewable energy, sustainability, and new energy, the
name of the Company was changed from Seplat Petroleum
Development Company Plc to Seplat Energy Plc under the
Companies and Allied Matters Act 2020.
On 7 February 2022, the Group incorporated a subsidiary, Seplat
Energy Offshore Limited. The Company was incorporated for oil and
gas exploration and production.
On 5 July 2022, the Group incorporated a subsidiary, Turnkey Drilling
Services Limited. The Company was incorporated for the purpose of
drilling chemicals, material supply, directional drilling, drilling support
services and exploration services.
On 26 April 2023, Seplat Gas Company Limited was changed to
Seplat Midstream Company Limited. This subsidiary was incorporated
to engage in oil and gas exploration and production and gas
processing. The company is yet commence operations.
On 14 June 2023, the Group entered into a joint venture agreement
with Pol Gas Limited which birthed Pine Gas Processing Limited. Both
parties subscribed to equal proportion of ordinary shares. The
Company was incorporated for processing natural gas, storage,
marketing, transportation, trading, supply and distribution of natural
gas and petroleum products derived from natural gas. The company
is yet to commence operations.
On 7 August 2024, the Group incorporated a subsidiary, Seplat Energy
Investment Limited. The Company was incorporated for oil and gas
exploration and production.
On 12 December 2024, the Group acquired 100% of Mobil Producing
Nigeria Unlimited and later changed the name on 19 December 2024
to Seplat Energy Producing Nigeria Unlimited. The Company was
acquired for the purpose of oil and gas exploration and production.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
171
Annual Report and Accounts 2024
The Company together with its subsidiaries as shown below are collectively referred to as the Group.
Subsidiary
Date of
incorporation
Country of
incorporation
and place of
business
Percentage
holding
Principal activities
Nature of
holding
Eland Oil & Gas Limited
28 August 2009
United Kingdom 100%
Holding company
Direct
Eland Oil & Gas (Nigeria) Limited
11 August 2010
Nigeria
100%
Oil and Gas Exploration and Production Indirect
Elcrest Exploration and
Production Nigeria Limited
6 January 2011
Nigeria
45%
Oil and Gas Exploration and Production Indirect
Westport Oil Limited
8 August 2011
Jersey
100%
Financing
Indirect
Brineland Petroleum Limited
18 February 2013 Nigeria
49%
Dormant
Indirect
MSP Energy Limited
27 March 2013
Nigeria
100%
Oil and Gas exploration and production Direct
Newton Energy Limited
1 June 2013
Nigeria
99.9%
Oil & gas exploration and production
Direct
Seplat East Swamp Company
Limited
11. December
2013
Nigeria
99.9%
Oil & gas exploration and production
Direct
Seplat Midstream Company
Limited
11 December
2013
Nigeria
99.9%
Oil and Gas exploration and production
and gas processing
Direct
Tarland Oil Holdings Limited
16 July 2014
Jersey
100%
Holding Company
Indirect
Wester Ord Oil and Gas Limited
16 July 2014
Jersey
100%
Holding Company
Indirect
Wester Ord Oil & Gas (Nigeria)
Limited
18 July 2014
Nigeria
100%
Oil and Gas Exploration
and Production
Indirect
Seplat Energy UK Limited
21 August 2014
United Kingdom 100%
Technical, liaison and administrative
support services relating to oil & gas
exploration and production
Direct
Seplat East Onshore Limited
12 December
2014
Nigeria
99.9%
Oil & gas exploration and production
Direct
Seplat West Limited
16 January 2018
Nigeria
99.9%
Oil & gas exploration and production
Direct
Seplat Energy Offshore Limited
7 February 2022
Nigeria
100%
Oil and Gas exploration and production Direct
Turnkey Drilling Services Limited
5 July 2022
Nigeria
100%
Drilling services
Direct
Seplat Energy Investment
Limited
07 August , 2024 Nigeria
100%
Oil and Gas exploration and production Direct
Seplat Energy Producing Nigeria
Unlimited
19 December ,
2024
Nigeria
100%
Oil and Gas exploration and production Direct
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Notes to the consolidated financial statements continued
Seplat Energy Plc
172
Annual Report and Accounts 2024
2. Significant changes in the current
accounting period
The following significant changes occurred during the reporting period
ended 31 December 2024:
• On 1 April 2024, Mr. Udoma Udo Udoma became Independent
Non-Executive Chairman and Mr. Bello Rabiu became Senior
Independent Non-Executive Director of the Seplat Energy Board.
• On 1 May 2024, Mrs. Eleanor Adaralegbe joined the Board of
Seplat as an Executive Director and succeeded Mr. Emeka
Onwuka as Chief Financial Officer on 21 May 2024.
• Received Ministerial Consent for acquisition of entire issued share
capital of Mobil Producing Nigeria Unlimited (‘MPNU’) and achieved
Change in Control (CIC) on December 12 2024.
3. Summary of significant accounting
policies
3.1 Introduction to summary of significant
accounting policies
This note provides a list of the significant accounting policies adopted
in the preparation of these consolidated financial statements. These
accounting policies have been applied to all the periods presented,
unless otherwise stated. The Consolidated financial statements are
for the Group consisting of Seplat Energy Plc and its subsidiaries.
3.2 Basis of preparation
The consolidated financial statements of the Group for the year
ended 31 December 2024 have been prepared in accordance with
International Financial Reporting Standards ("IFRS") and interpretations
issued by the IFRS Interpretations Committee (IFRS IC). The financial
statements comply with IFRS as issued by the International
Accounting Standards Board (IASB). Additional information required by
National regulations is included where appropriate.
The financial statements comprise the statement of profit or loss and
other comprehensive income, the statement of financial position, the
statement of changes in equity, the statement of cash flows and the
notes to the financial statements.
The financial statements have been prepared under the going
concern and historical cost convention, except for financial
instruments measured at fair value on initial recognition, derivative
financial instruments, and defined benefit plans – plan assets
measured at fair value. The financial statements are presented in
Nigerian Naira and United States Dollars, and all values are rounded to
the nearest million (₦ million) and thousand ($'000) respectively,
except when otherwise indicated.
Nothing has come to the attention of the directors to indicate that the
Group will not remain a going concern for at least twelve months from
the date of these financial statements.
The accounting policies adopted are consistent with those of the
previous financial year end, except for the adoption of new and
amended standard which are set out below.
3.3 New and amended standards adopted by the
Group
The Group applied for the first-time certain standards and
amendments, which are effective for annual periods beginning on or
after 1 January 2024. The Group has not early adopted any other
standard, interpretation or amendment that has been issued but is not
yet effective.
a) Amendments to IAS 1: Classification of Liabilities
as Current and Non-current
In January 2020 and October 2022, the IASB issued amendments to
paragraphs 69 to 76 of IAS 1 to specify the requirements for
classifying liabilities as current or non-current.
The amendments clarify:
• What is meant by a right to defer settlement.
• That a right to defer must exist at the end of the reporting period
• That classification is unaffected by the likelihood that an entity will
exercise its deferral right.
• That only if an embedded derivative in a convertible liability is itself
an equity instrument would the terms of a liability not impact its
classification.
In addition, a requirement has been introduced to require disclosure
when a liability arising from a loan agreement is classified as non-
current and the entity’s right to defer settlement is contingent on
compliance with future covenants within twelve months.
The amendments are effective for annual reporting periods beginning
on or after 1 January 2024 and must be applied retrospectively.
b) Amendments to IFRS 16: Lease Liability in a Sale
and Leaseback
In September 2022, the IASB issued amendments to IFRS 16 to
specify the requirements that a seller-lessee uses in measuring the
lease liability arising in a sale and leaseback transaction, to ensure the
seller-lessee does not recognise any amount of the gain or loss that
relates to the right of use it retains.
The amendments are effective for annual reporting periods beginning
on or after 1 January 2024 and must be applied retrospectively to sale
and leaseback transactions entered into after the date of initial
application of IFRS 16. Earlier application is permitted and that fact
must be disclosed.
The amendments are not expected to have a material impact on the
Group’s financial statements.
c) Supplier Finance Arrangements - Amendments to
IAS 7 and IFRS 7
In May 2023, the IASB issued amendments to IAS 7 Statement of
Cash Flows and IFRS 7 Financial Instruments: Disclosures to clarify the
characteristics of supplier finance arrangements and require
additional disclosure of such arrangements. The disclosure
requirements in the amendments are intended to assist users of
financial statements in understanding the effects of supplier finance
arrangements on an entity’s liabilities, cash flows and exposure to
liquidity risk.
The amendments will be effective for annual reporting periods
beginning on or after 1 January 2024. Early adoption is permitted, but
will need to be disclosed.
The amendments are not expected to have a material impact on the
Group’s financial statements.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
173
Annual Report and Accounts 2024
3.4 Standards issued but not yet effective
The new and amended standards and interpretations that are issued,
but not yet effective, up to the date of issuance of the Group’s
financial statements are disclosed below. The Group intends to adopt
these new and amended standards and interpretations, if applicable,
when they become effective. Details of these new standards and
interpretations are set out below:
a) Amendments to IFRS 10 and IAS 28: Selection or
contribution of assets between an investor or joint
venture
The IASB has made limited scope amendments to IFRS 10
Consolidated Financial Statements and IAS 28 Investments in
Associates and Joint Ventures.
The amendments clarify the accounting treatment for sales or
contribution of assets between an investor and their associates or
joint ventures. They confirm that the accounting treatment depends
on whether the non-monetary assets sold or contributed to an
associate or joint venture constitute a "business' (as defined in IFRS 3
Business Combinations).
Where the non-monetary assets constitute a business, the investor
will recognise the full gain or loss on the sale or contribution of assets.
If the assets do not meet the definition of a business, the gain or loss
is recognised by the investor only to the extent of the other investor's
interests in the associate or joint venture. The amendments apply
prospectively. There is currently no effective date for this
amendment.
b) IFRS 18 - Presentation and Disclosure in Financial
Statements
In April 2024, the IASB issued IFRS 18, which replaces IAS 1
Presentation of Financial Statements. IFRS 18 introduces new
requirements for presentation within the statement of profit or loss,
including specified totals and subtotals. Furthermore, entities are
required to classify all income and expenses within the statement of
profit or loss into one of five categories: operating, investing, financing,
income taxes and discontinued operations, whereof the first three are
new.
It also requires disclosure of newly defined management-defined
performance measures, subtotals of income and expenses, and
includes new requirements for aggregation and disaggregation of
financial information based on the identified ‘roles’ of the primary
financial statements (PFS) and the notes.
IFRS 18, and the amendments to the other standards, is effective for
reporting periods beginning on or after 1 January 2027, but earlier
application is permitted and must be disclosed. IFRS 18 will apply
retrospectively.
c) IFRS 19 - Subsidiaries without Public
Accountability: Disclosures
In May 2024, the IASB issued IFRS 19, which allows eligible entities to
elect to apply its reduced disclosure requirements while still applying
the recognition, measurement and presentation requirements in other
IFRS accounting standards. To be eligible, at the end of the reporting
period, an entity must be a subsidiary as defined in IFRS 10, cannot
have public accountability and must have a parent (ultimate or
intermediate) that prepares consolidated financial statements,
available for public use, which comply with IFRS accounting standards.
IFRS 19 will become effective for reporting periods beginning on or
after 1 January 2027, with early application permitted.
d) Lack of exchangeability - Amendments to IAS 21
In August 2023, the IASB issued amendments to IAS 21 The Effects of
Changes in Foreign Exchange Rates to specify how an entity should
assess whether a currency is exchangeable and how it should
determine a spot exchange rate when exchangeability is lacking. The
amendments also require disclosure of information that enables users
of its financial statements to understand how the currency not being
exchangeable into the other currency affects, or is expected to affect,
the entity’s financial performance, financial position and cash flows.
The amendments will be effective for annual reporting periods
beginning on or after 1 January 2025. Early adoption is permitted, but
will need to be disclosed. When applying the amendments, an entity
cannot restate comparative information.
The amendments are not expected to have a material impact on the
Group’s financial statements.
3.5 Basis of consolidation
i. Subsidiaries
Subsidiaries are all entities (including structured entities) over which
the Group has control.
The consolidated financial information comprises the financial
statements of the Company and its subsidiaries as at 31 December
2024. Control is achieved when the Group is exposed, or has rights, to
variable returns from its involvement with the investee and has the
ability to affect those returns through its power over the investee.
Specifically, the Group controls an investee if and only if the Group
has:
• Power over the investee (i.e., existing rights that give it the current
ability to direct the relevant activities of the investee);
• Exposure, or rights, to variable returns from its involvement with
the investee; and
• The ability to use its power over the investee to affect its returns.
Subsidiaries are consolidated from the date on which control is
obtained by the Group and are deconsolidated from the date control
ceases.
Generally, there is a presumption that a majority of voting rights results
in control. To support this presumption and when the Group has less
than a majority of the voting or similar rights of an investee, the Group
considers all relevant facts and circumstances in assessing whether it
has power over an investee, including:
• The contractual arrangement(s) with the other vote holders of the
investee
• Rights arising from other contractual arrangements
• The Group’s voting rights and potential voting rights
ii. Change in the ownership interest of subsidiary
The acquisition method of accounting is used to account for business
combinations by the Group.
Non-controlling interests in the results and equity of subsidiaries are
shown separately in the consolidated statement of profit or loss and
other comprehensive income, statement of changes in equity and
statement of financial position respectively.
Intercompany transaction balances and unrealized gains on
transactions between group companies are eliminated. Unrealised
losses are also eliminated unless the transaction provides evidence of
an impairment of the transferred asset. Accounting policies of
subsidiaries have been changed where necessary to ensure
consistency with the policies adopted by the Group.
iii. Disposal of subsidiary
Where the Group disposes a subsidiary, it:
• Derecognises the assets (including goodwill) and liabilities of the
subsidiary;
• Derecognises the carrying amount of any non-controlling
interests;
• Derecognises the cumulative translation differences recorded in
equity;
• Recognises the fair value of the consideration received;
• Recognises the fair value of any investment retained;
• Recognises any surplus or deficit in profit or loss; and
• Reclassifies the parent’s share of components previously
recognised in OCI to profit or loss or retained earnings, as
appropriate, as would be required if the Group had directly
disposed of the related assets or liabilities.
iv. Joint arrangements
Under IFRS 11 Joint Arrangements, investments in joint arrangements
are classified as either joint operations or joint ventures. The
classification depends on the contractual rights and obligations of
each investor, rather than the legal structure of the joint arrangement.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Notes to the consolidated financial statements continued
Seplat Energy Plc
174
Annual Report and Accounts 2024
Interest in the joint venture is accounted for using the equity method,
after initially being recognised at cost in the consolidated statement of
financial position. All other joint arrangements of the Group are joint
operations.
v. Associates
Associates are all entities over which the Group has significant
influence but not control or joint control. This is generally the case
where the group holds between 20% and 50% of the voting rights.
Investment in associates is accounted for using the equity method of
accounting (see (vi) below) after initially being recognised at cost.
vi. Equity method
Under the equity method of accounting, the Group’s investments are
initially recognised at cost and adjusted thereafter to recognise the
Group’s share of the post-acquisition profits or losses of the investee
in profit or loss, and the Group’s share of movements in other
comprehensive income of the investee in other comprehensive
income. Dividends received or receivable from associates and joint
ventures are recognised as a reduction in the carrying amount of the
investment.
Where the Group’s share of loss in an equity accounting investment
equals or exceeds its interest in the entity, including any other
unsecured long-term receivables, the Group does not recognise
further losses, unless it has incurred obligations or made payments on
behalf of the other party.
Unrealised gains on transactions between the Group and its associate
and joint venture are eliminated to the extent of the Group’s interest in
the entities. Unrealised losses are also eliminated unless the
transaction provides evidence of an impairment of the asset
transferred.
Accounting policies of equity accounted investees are changed
where necessary to ensure consistency with the policies adopted by
the Group.
The carrying amount of equity accounted investments is tested for
impairment in accordance with the policy described in Note 3.14.
vii. Changes in ownership interest
The Group treats transactions with non-controlling interests that do
not result in a loss of control as transactions with equity owners of the
Group. A change in ownership interest results in an adjustment
between the carrying amounts of the controlling and non-controlling
interests to reflect their relative interests in the subsidiary. Any
difference between the amount of the adjustment to non-controlling
interests and any consideration paid or received is recognised in a
separate reserve within equity attributable to owners of the group.
When the Group ceases to consolidate or equity account for an
investment because of a loss of control, joint control or significant
influence, any retained interest in the entity is remeasured to its fair
value, with the change in carrying amount recognised in profit or loss.
This fair value becomes the initial carrying amount for the purposes of
subsequently accounting for the retained interest as an associate,
joint venture or financial asset. In addition, any amounts previously
recognised in other comprehensive income in respect of that entity
are accounted for as if the group had directly disposed of the related
assets or liabilities. This may mean that amounts previously
recognised in other comprehensive income are reclassified to profit or
loss.
viii. Accounting for loss of control
When the Group ceases to consolidate a subsidiary because of a joint
control, it does the following:
• deconsolidates the assets (including goodwill), liabilities and non-
controlling interest (including attributable other comprehensive
income) of the former subsidiary from the consolidated financial
position;
• any retained interest (including amounts owed by and to the
former subsidiary) in the entity is remeasured to its fair value, with
the change in carrying amount recognised in profit or loss. This
fair value becomes the initial carrying amount for the purposes of
subsequently accounting for the retained interest as an associate
or a joint venture;
• any amounts previously recognised in other comprehensive
income in respect of that entity are accounted for as if the Group
had directly disposed of the related assets or liabilities. This may
mean that amounts previously recognised in other
comprehensive income are reclassified to profit or loss or
transferred directly to retained earnings if required by other IFRSs;
• the resulting gain or loss, on loss of control, is recognised together
with the profit or loss from the discontinued operation for the
period before the loss of control; and
• the gain or loss on disposal will comprise of the gain or loss
attributable to the portion disposed of and the gain or loss on
remeasurement of the portion retained. The latter is disclosed
separately in the notes to the financial statements. If the
ownership interest in a joint venture is reduced but joint control or
significant influence is retained, only a proportionate share of the
amounts previously recognised in other comprehensive income is
reclassified to profit or loss where appropriate.
ix. Non-controlling interest
The Group recognises non-controlling interests in an acquired entity
either at fair value or at the non-controlling interest’s proportionate
share of the acquired entity’s net identifiable assets. This decision is
made on an acquisition-by-acquisition basis.
x. Goodwill
Goodwill on acquisitions of subsidiaries is included in intangible assets.
Goodwill is not amortised, but it is tested for impairment annually, or
more frequently if events or changes in circumstances indicate that it
might be impaired and is carried at cost less accumulated impairment
losses. Gains and losses on the disposal of an entity include the
carrying amount of goodwill relating to the entity sold. Goodwill is
allocated to cash-generating units for the purpose of impairment
testing. The allocation is made to those cash-generating units or
groups of cash-generating units that are expected to benefit from the
business combination in which the goodwill arose.
ix. Gain on bargain purchase
A gain on bargain purchase arises when the fair value of the
identifiable net assets acquired in a business combination exceeds
the aggregate of the consideration transferred, the amount of any
non-controlling interest in the acquiree, and the fair value of the
acquirer's previously held equity interest in the acquiree, if any.
The Group recognises, any gain on a bargain purchase immediately in
profit or loss. The gain is measured as the excess of the fair value of
the identifiable net assets acquired over the aggregate of the
consideration transferred, the amount of any non-controlling interest
in the acquiree, and the fair value of the acquirer's previously held
equity interest in the acquiree, if any.
OVERVIEW
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GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
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3.6 Functional and presentation currency
Items included in the financial statements are measured using the
currency of the primary economic environment in which the Company
operates (‘the functional currency’), which is the US dollar. The
financial statements are presented in Nigerian Naira and the US
Dollars.
The Company has chosen to show both presentation currencies and
this is allowable by the regulator.
i. Transaction and balances
Foreign currency transactions are translated into the functional
currency using the exchange rates at the dates of the transactions.
Foreign exchange gains and losses resulting from the settlement of
such transactions and from the translation of monetary assets and
liabilities denominated in foreign currencies at year end are generally
recognised in profit or loss. They are deferred in equity if attributable
to net investment in foreign operations.
Foreign exchange gains and losses that relate to borrowings are
presented in the statement of profit or loss, within finance costs. All
other foreign exchange gains and losses are presented in the
statement of profit or loss on a net basis within other income or other
expenses.
Non-monetary items that are measured at fair value in a foreign
currency are translated using the exchange rates at the date when
the fair value was determined. Translation differences on assets and
liabilities carried at fair value are reported as part of the fair value gain
or loss or other comprehensive income depending on where fair value
gain or loss is reported.
ii. Group companies
The results and financial position of foreign operations that have a
functional currency different from the presentation currency are
translated into the presentation currency as follows:
• assets and liabilities for each statement of financial position
presented are translated at the closing rate at the date of the
reporting date.
• income and expenses for statement of profit or loss and other
comprehensive income are translated at average exchange rates
(unless this is not - a reasonable approximation of the cumulative
effect of the rates prevailing on the transaction dates, in which
case income and expenses are translated at the dates of the
transactions), and all resulting exchange differences are
recognised in other comprehensive income.
• Equity items for each statement of financial position presented
are translated at the historical rates.
On disposal of a foreign operation, the component of other
comprehensive income relating to that particular foreign operation is
recognised in profit or loss. Goodwill and fair value adjustments arising
on the acquisition of a foreign operation are treated as assets and
liabilities of the foreign operation and translated at the closing rate.
3.7 Oil and gas accounting
i. Pre-licensing costs
Pre-license costs are expensed in the period in which they are
incurred.
ii. Exploration license cost
Exploration license costs are capitalised within intangible assets.
License costs paid in connection with a right to explore in an existing
exploration area are capitalised and amortised on a straight-line basis
over the life.
License costs are reviewed at each reporting date to confirm that
there is no indication that the carrying amount exceeds the
recoverable amount. This review includes confirming that exploration
drilling is still under way or firmly planned, or that it has been
determined, or work is under way to determine that the discovery is
economically viable based on a range of technical and commercial
considerations and sufficient progress is being made to establish
development plans and timing. If no future activity is planned or the
license has been relinquished or has expired, the carrying value of the
license is written off through profit or loss. The exploration license
costs are initially recognised at cost and subsequently amortised on a
straight line based on the economic life. They are subsequently
carried at cost less accumulated amortisation and impairment losses.
The amortization rate for the intangible asset is 5% with useful life of
20 years.
iii. Acquisition of producing assets
Upon acquisition of producing assets which do not constitute a
business combination, the Group identifies and recognises the
individual identifiable assets acquired (including those assets that
meet the definition of, and recognition criteria for, intangible assets in
IAS 38 Intangible Assets) and liabilities assumed. The purchase price
paid for the group of assets is allocated to the individual identifiable
assets and liabilities on the basis of their relative fair values at the date
of purchase.
iv. Exploration and evaluation expenditures
Geological and geophysical exploration costs are charged to profit or
loss as incurred.
Exploration and evaluation expenditures incurred by the entity are
accumulated separately for each area of interest. Such expenditures
comprise net direct costs and an appropriate portion of related
overhead expenditure, but do not include general overheads or
administrative expenditure that is not directly related to a particular
area of interest. Each area of interest is limited to a size related to a
known or probable hydrocarbon resource capable of supporting an oil
operation.
Costs directly associated with an exploration well, exploratory
stratigraphic test well and delineation wells are temporarily suspended
(capitalised) until the drilling of the well is complete and the results
have been evaluated. These costs include employee remuneration,
materials and fuel used, rig costs, delay rentals and payments made
to contractors. If hydrocarbons (‘proved reserves’) are not found, the
exploration expenditure is written off as a dry hole and charged to
profit or loss. If hydrocarbons are found, the costs continue to be
capitalised.
Suspended exploration and evaluation expenditure in relation to each
area of interest is carried forward as an asset provided that one of the
following conditions is met:
• the costs are expected to be recouped through successful
development and exploitation of the area of interest or
alternatively, by its sale;
• exploration and/or evaluation activities in the area of interest have
not, at the reporting date, reached a stage which permits a
reasonable assessment of the existence or otherwise of
economically recoverable reserves; and
• active and significant operations in, or in relation to, the area of
interest.
Exploration and/or evaluation expenditures which fail to meet at least
one of the conditions outlined above are written off. In the event that
an area is subsequently abandoned or exploration activities do not
lead to the discovery of proved or probable reserves, or if the
Directors consider the expenditure to be of no value, any
accumulated costs carried forward relating to the specified areas of
interest are written off in the year in which the decision is made. While
an area of interest is in the development phase, amortisation of
development costs is not charged pending the commencement of
production. Exploration and evaluation costs are transferred from the
exploration and/or evaluation phase to the development phase upon
commitment to a commercial development.
v. Development expenditures
Development expenditure incurred by the Group is accumulated
separately for each area of interest in which economically recoverable
reserves have been identified to the satisfaction of the Directors. Such
expenditure comprises net direct costs and, in the same manner as
for exploration and evaluation expenditure, an appropriate portion of
related overhead expenditure directly related to the development
property. All expenditure incurred prior to the commencement of
commercial levels of production from each development property is
carried forward to the extent to which recoupment is expected to be
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Notes to the consolidated financial statements continued
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derived from the sale of production from the relevant development
property.
3.8 Revenue recognition (IFRS 15)
IFRS 15 uses a five-step model for recognising revenue to depict
transfer of goods or services. The model distinguishes between
promises to a customer that are satisfied at a point in time and those
that are satisfied over time.
It is the Group’s policy to recognise revenue from a contract when it
has been approved by both parties, rights have been clearly identified,
payment terms have been defined, the contract has commercial
substance, and collectability has been ascertained as probable.
Collectability of customer’s payments is ascertained based on the
customer’s historical records, guarantees provided, the customer’s
industry and advance payments made if any.
Revenue is recognised when control of goods sold has been
transferred. Control of an asset refers to the ability to direct the use of
and obtain substantially all of the remaining benefits (potential cash
inflows or savings in cash outflows) associated with the asset. For
crude oil, this occurs when the crude products are lifted by the
customer (buyer) Free on Board at the Group’s loading facility.
Revenue from the sale of oil is recognised at a point in time when
performance obligation is satisfied. For gas sales, revenue is
recognised when the product passes through the custody transfer
point to the customer. Revenue from the sale of gas is recognised
over time using the practical expedient of the right to invoice.
The surplus or deficit of the product sold during the period over the
Group’s share of production is termed as an overlift or underlift. With
regard to underlifts, if the over-lifter does not meet the definition of a
customer or the settlement of the transaction is non-monetary, a
receivable and other income is recognised. Initially, when an overlift
occurs, cost of sale is debited, and a corresponding liability is accrued.
Overlifts and underlifts are initially measured at the market price of oil
at the date of lifting, consistent with the measurement of the sale and
purchase. Subsequently, they are remeasured at the current market
value. The change arising from this remeasurement is included in the
profit or loss as other income/expenses-net.
Definition of a customer
A customer is a party that has contracted with the Group to obtain
crude oil or gas products in exchange for a consideration, rather than
to share in the risks and benefits that result from sale. The Group has
entered into collaborative arrangements with its Joint arrangement
partners to share in the production of oil. Collaborative arrangements
with its Joint arrangement partners to share in the production of oil are
accounted for differently from arrangements with customers as
collaborators share in the risks and benefits of the transaction, and
therefore, do not meet the definition of customers. Revenue arising
from these arrangements are recognised separately in other income.
Contract enforceability and termination clauses
It is the Group’s policy to assess that the defined criteria for
establishing contracts that entail enforceable rights and obligations
are met. The criteria provide that the contract has been approved by
both parties, rights have been clearly identified, payment terms have
been defined, the contract has commercial substance, and
collectability has been ascertained as probable. Revenue is not
recognised for contracts that do not create enforceable rights and
obligations to parties in a contract. The Group also does not
recognise revenue for contracts that do not meet the revenue
recognition criteria. In such cases where consideration is received it
recognises a contract liability and only recognises revenue when the
contract is terminated.
The Group may also have the unilateral rights to terminate an
unperformed contract without compensating the other party. This
could occur where the Group has not yet transferred any promised
goods or services to the customer and the Group has not yet
received, and is not yet entitled to receive, any consideration in
exchange for promised goods or services.
Identification of performance obligation
At inception, the Group assesses the goods or services promised in
the contract with a customer to identify as a performance obligation,
each promise to transfer to the customer either a distinct good or
series of distinct goods. The number of identified performance
obligations in a contract will depend on the number of promises made
to the customer. The delivery of barrels of crude oil or units of gas are
usually the only performance obligation included in oil and gas
contract with no additional contractual promises. Additional
performance obligations may arise from future contracts with the
Group and its customers.
The identification of performance obligations is a crucial part in
determining the amount of consideration recognised as revenue. This
is due to the fact that revenue is only recognised at the point where
the performance obligation is fulfilled, Management has therefore
developed adequate measures to ensure that all contractual
promises are appropriately considered and accounted for
accordingly.
Transaction price is the amount allocated to the performance
obligations identified in the contract. It represents the amount of
revenue recognised as those performance obligations are satisfied.
Complexities may arise where a contract includes variable
consideration, significant financing component or consideration
payable to a customer.
Variable consideration not within the Group’s control is estimated at
the point of revenue recognition and reassessed periodically. The
estimated amount is included in the transaction price to the extent
that it is highly probable that a significant reversal of the amount of
cumulative revenue recognised will not occur when the uncertainty
associated with the variable consideration is subsequently resolved.
As a practical expedient, where the Group has a right to consideration
from a customer in an amount that corresponds directly with the
value to the customer of the Group’s performance completed to date,
the Group may recognise revenue in the amount to which it has a
right to invoice.
Significant financing component (SFC) assessment is carried out
(using a discount rate that reflects the amount charged in a separate
financing transaction with the customer and also considering the
Group’s incremental borrowing rate) on contracts that have a
repayment period of more than 12 months.
As a practical expedient, the Group does not adjust the promised
amount of consideration for the effects of a significant financing
component if it expects, at contract inception, that the period
between when it transfers a promised good or service to a customer
and when the customer pays for that good or service will be one year
or less.
Instances when SFC assessment may be carried out include where
the Group receives advance payment for agreed volumes of crude oil
or receives take or pay deficiency payment on gas sales. Take or pay
gas sales contract ideally provides that the customer must
sometimes pay for gas even when not delivered to the customer. The
customer, in future contract years, takes delivery of the product
without further payment. The portion of advance payments that
represents significant financing component will be recognised as
interest expense.
Consideration payable to a customer is accounted for as a reduction
of the transaction price unless the payment to the customer is in
exchange for a distinct goods or services that the customer transfers
to the Group.
Breakage
The Group enters into take or pay contracts for sale of gas where the
buyer may not ultimately exercise all of their rights to the gas. The take
or pay quantity not taken is paid for by buyer called take or pay
deficiency payment. The Group assesses if there is a reasonable
assurance that it will be entitled to a breakage amount. Where it
establishes that a reasonable assurance exists, it recognises the
expected breakage amount as revenue in proportion to the pattern of
rights exercised by the customer. However, where the Group is not
reasonably assured of a breakage amount, it would only recognise
OVERVIEW
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GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
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the expected breakage amount as revenue when the likelihood of the
customer exercising its remaining rights becomes remote.
Contract modification and contract combination
Contract modifications relate to a change in the price and/or scope of
an approved contract. Where there is a contract modification, the
Group assesses if the modification will create a new contract or
change the existing enforceable rights and obligations of the parties
to the original contract. Contract modifications are treated as new
contracts when the performance obligations are separately
identifiable and transaction price reflects the standalone selling price
of the crude oil or the gas to be sold. Revenue is adjusted
prospectively when the crude oil or gas transferred is separately
identifiable and the price does not reflect the standalone selling price.
Conversely, if there are remaining performance obligations which are
not separately identifiable, revenue will be recognised on a cumulative
catch-up basis when crude oil or gas is transferred.
The Group combines contracts entered into at near the same time
(less than 12 months) as one contract if they are entered into with the
same or related party customer, the performance obligations are the
same for the contracts and the price of one contract depends on the
other contract.
Portfolio expedients
As a practical expedient, the Group may apply the requirements of
IFRS 15 to a portfolio of contracts (or performance obligations) with
similar characteristics if it expects that the effect on the financial
statements would not be materially different from applying IFRS to
individual contracts within that portfolio.
Contract assets and liabilities
The Group recognises contract assets for unbilled revenue from
crude oil and gas sales. The Group recognises contract liability for
consideration received for which performance obligation has not
been met.
Disaggregation of revenue from contract with customers
The Group derives revenue from two types of products, oil and gas.
The Group has determined that the disaggregation of revenue based
on the criteria of type of products meets the disaggregation of
revenue disclosure requirement of IFRS 15. It depicts how the nature,
amount, timing and uncertainty of revenue and cash flows are
affected by economic factors. See further details in note 6.1.1.
3.9 Property, plant and equipment
Oil and gas properties and other plant and equipment are stated at
cost, less accumulated depreciation, and accumulated impairment
losses.
The initial cost of an asset comprises its purchase price or
construction cost, any costs directly attributable to bringing the asset
into operation, the initial estimate of any decommissioning obligation
and, for qualifying assets, borrowing costs. The purchase price or
construction cost is the aggregate amount paid and the fair value of
any other consideration given to acquire the asset. Where parts of an
item of property, plant and equipment have different useful lives, they
are accounted for as separate items of property, plant and
equipment.
Expenditure on major maintenance refits or repairs comprises the
cost of replacement assets or parts of assets, inspection costs and
overhaul costs. Where an asset or part of an asset that was
separately depreciated and is now written off is replaced and it is
probable that future economic benefits associated with the item will
flow to the entity, the expenditure is capitalised. Inspection costs
associated with major maintenance programmes are capitalised and
amortised over the period to the next inspection. Overhaul costs for
major maintenance programmes are capitalised as incurred as long
as these costs increase the efficiency of the unit or extend the useful
life of the asset. All other maintenance costs are expensed as
incurred.
Depreciation
Production and field facilities are depreciated on a unit-of-production
basis over the estimated 1P reserves for its onshore assets and
proved developed reserves shallow offshore assets. Gas plant is
depreciated on a straight-line basis over its useful lives. Assets under
construction are not depreciated. Other property, plant and
equipment are depreciated on a straight-line basis over their
estimated useful lives. Depreciation commences when an asset is
available for use. The depreciation rate for each class is as follows:
Plant and machinery
10%-20%
Motor vehicles
25%-30%
Office furniture and IT equipment
10%-33.33%
Building
4%
Land
-
Intangible assets
5%
Leasehold improvements
Over the unexpired
portion of the lease
The expected useful lives and residual values of property, plant and
equipment are reviewed on an annual basis and, if necessary,
changes in useful lives are accounted for prospectively.
Gains or losses on disposal of property, plant and equipment are
determined as the difference between disposal proceeds and
carrying amount of the disposed assets. These gains or losses are
included in the statement of profit or loss.
An item of property, plant and equipment and any significant part
initially recognised is derecognised upon disposal (i.e., at the date the
recipient obtains control) or when no future economic benefits are
expected from its use or disposal. Any gain or loss arising on
derecognition of the asset (calculated as the difference between the
net disposal proceeds and the carrying amount of the asset) is
included in the statement of profit or loss when the asset is
derecognised.
3.10 Right-of-use assets
The Group recognises right-of-use assets at the commencement
date of a lease (i.e. the date the underlying asset is available for use).
Right-of-use assets are measured at cost, less any accumulated
depreciation and impairment losses, and adjusted for any
remeasurement of lease liabilities. The cost of right-of-use assets
include the amount of lease liabilities recognised, initial direct costs
incurred, decommissioning costs (if any), and lease payments made
at or before the commencement date less any lease incentives
received. Unless the Group is reasonably certain to obtain ownership
of the leased asset at the end of the lease term, the recognised right-
of-use assets are depreciated on a straight-line basis over the shorter
of its estimated useful life and the lease term. Right-of-use assets are
subject to impairment.
Short-term leases and leases of low value
The Group applies the short-term lease recognition exemption to its
short-term leases (i.e., those leases that have a lease term of 12
months or less from the commencement date and do not contain a
purchase option). It also applies the lease of low-value assets
recognition exemption to leases that are considered of low value (i.e.
low value assets). Low-value assets are assets with lease amount of
less than $5,000 when new. Lease payments on short-term leases
and leases of low-value assets are recognised as an expense on a
straight-line basis over the lease term.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Notes to the consolidated financial statements continued
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3.11 Lease liabilities
At the commencement date of a lease, the Group recognises lease
liabilities measured at the present value of lease payments to be
made over the lease term. The lease payments include the exercise
price of a purchase option reasonably certain to be exercised by the
Group and payments of penalties for terminating a lease, if the lease
term reflects the Group exercising the option to terminate. Variable
lease payments that do not depend on an index or a rate are
recognised as an expense in the period in which the event or
condition that triggers the payment occurs.
In calculating the present value of lease payments, the Group uses
the incremental borrowing rate at the lease commencement date if
the interest rate implicit in the lease is not readily determinable. The
weighted average incremental borrowing rate for the Group is 10.4%.
After the commencement date, the amount of lease liabilities is
increased to reflect the accretion of interest and reduced for the lease
payments made. In addition, the carrying amount of lease liabilities is
remeasured if there is a modification, a change in the lease term, a
change in the in-substance fixed lease payments or a change in the
assessment to purchase the underlying asset. The lease term refers
to the contractual period of a lease.
The Group has elected to exclude non-lease components in
calculating lease liabilities and instead treat the related costs as an
expense in the statement of profit or loss.
3.12 Borrowing costs
Borrowing costs directly attributable to the acquisition, construction or
production of qualifying assets, which are assets that necessarily take
a substantial period of time to get ready for their intended use or sale,
are added to the cost of those assets, until such time as the assets
are substantially ready for their intended use or sale.
Borrowing costs consist of interest and other costs incurred in
connection with the borrowing of funds. These costs may arise from;
specific borrowings used for the purpose of financing the
construction of a qualifying asset, and those that arise from general
borrowings that would have been avoided if the expenditure on the
qualifying asset had not been made. The general borrowing costs
attributable to an asset’s construction is calculated by reference to
the weighted average cost of general borrowings that are
outstanding during the period.
Investment income earned on the temporary investment of specific
borrowings pending their expenditure on the qualifying assets is
deducted from the borrowing costs eligible for capitalisation. All other
borrowing costs are recognised in the statement of profit or loss in
the period in which they are incurred.
3.13 Finance income and costs
Finance income
Finance income is recognised in the statement of profit or loss as it
accrues using the effective interest rate (EIR), which is the rate that
exactly discounts estimated future cash payments or receipts through
the expected life of the financial instrument or a shorter period, where
appropriate, to the amortised cost of the financial instrument. The
determination of finance income takes into account all contractual
terms of the financial instrument as well as any fees or incremental
costs that are directly attributable to the instrument and are an
integral part of the effective interest rate (EIR), but not future credit
losses.
Finance costs
Finance costs includes borrowing costs, interest expense calculated
using the effective interest rate method, finance charges in respect of
lease liabilities, the unwinding of the effect of discounting provisions,
and the amortisation of discounts and premiums on debt instruments
that are liabilities.
The Group applies the IBOR reform Phase 2 amendments which
allows as a practical expedient for changes to the basis for
determining contractual cash flows to be treated as changes to a
floating rate of interest, provided certain conditions are met. The
conditions include that the change is necessary as a direct
consequence of IBOR reform and that the transition takes place on an
economically equivalent basis.
3.14 Impairment of non-financial assets
Goodwill and intangible assets that have an indefinite useful life are
not subject to amortisation and are tested annually for impairment, or
more frequently. Other non –financial assets are tested for impairment
whenever events or changes in circumstances indicate that the
carrying amount may not be recoverable. Individual assets are
grouped for impairment assessment purposes at the lowest level at
which there are identifiable cash flows that are largely independent of
the cash flows of other groups of assets. This should be at a level not
higher than an operating segment.
If any such indication of impairment exists or when annual impairment
testing for an asset group is required, the entity makes an estimate of
its recoverable amount. Such indicators include changes in the
Group’s business plans, changes in commodity prices, evidence of
physical damage and, for oil and gas properties, significant downward
revisions of estimated recoverable volumes or increases in estimated
future development expenditure.
The recoverable amount is the higher of an asset’s fair value less
costs of disposal (‘FVLCD’) and value in use (‘VIU’). The recoverable
amount is determined for an individual asset, unless the asset does
not generate cash inflows that are largely independent of those from
other assets or group of assets, in which case, the asset is tested as
part of a larger cash generating unit to which it belongs. Where the
carrying amount of an asset group exceeds its recoverable amount,
the asset group is considered impaired and is written down to its
recoverable amount.
Non-financial assets other than goodwill that suffered an impairment
are reviewed for possible reversal of the impairment at the end of
each reporting period.
In calculating VIU, the estimated future cash flows are discounted to
their present value using a pre-tax discount rate that reflects current
market assessments of the time value of money and the risks specific
to the asset/CGU. In determining FVLCD, recent market transactions
are taken into account. If no such transactions can be identified, an
appropriate valuation model is used. These calculations are
corroborated by valuation multiples, quoted share prices for publicly
traded companies or other available fair value indicators.
Impairment – exploration and evaluation assets
Exploration and evaluation assets are tested for impairment once
commercial reserves are found before they are transferred to oil and
gas assets, or whenever facts and circumstances indicate
impairment. An impairment loss is recognised for the amount by
which the exploration and evaluation assets’ carrying amount exceeds
their recoverable amount. The recoverable amount is the higher of the
exploration and evaluation assets’ fair value less costs to sell and their
value in use.
Impairment – proved oil and gas production properties
Proven oil and gas properties are reviewed for impairment whenever
events or changes in circumstances indicate that the carrying amount
may not be recoverable. An impairment loss is recognised for the
amount by which the asset’s carrying amount exceeds its recoverable
amount. The recoverable amount is the higher of an asset’s fair value
less costs of disposal and value in use. For the purposes of assessing
impairment, assets are grouped at the lowest levels for which there
are separately identifiable cash flows.
3.15 Cash and cash equivalents
Cash and cash equivalents in the statement of cash flows comprise
cash at banks and at hand and short-term deposits with an original
maturity of three months or less that are readily convertible to known
amounts of cash and which are subject to an insignificant risk of
change in value.
OVERVIEW
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GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
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3.16 Inventories
Inventories represent the value of tubulars, casings, spares, wellheads
and crude stocks. These are stated at the lower of cost and net
realisable value. Cost is determined using the invoice value and all
other directly attributable costs to bringing the inventory to the point
of use determined on a weighted average pricing basis. Net realisable
value is the estimated selling price in the ordinary course of business,
less estimated costs of completion and the estimated cost necessary
to make the sale.
3.17 Contract asset
Contract asset is the entity’s right to consideration in exchange for
goods or services that the entity has transferred to the customer. A
contract asset becomes a receivable when the entity’s right to
consideration is unconditional, which is the case when only the
passage of time is required before payment of the consideration is
due. The impairment of contract assets is measured, presented and
disclosed on the same basis as financial assets that are within the
scope of IFRS 9.
3.18 Other asset
The Group’s interest in the oil and gas reserves of OML 55 has been
classified as other asset. On initial recognition, it is measured at the fair
value of future recoverable oil and gas reserves. Subsequently, the
other asset is recognised at fair value through profit or loss.
3.19 Segment reporting
Operating segments are reported in a manner consistent with the
internal reporting provided to the chief operating decision maker.
The Board of directors has appointed a Senior leadership team to
assess the financial performance and position of the Group and
makes strategic decisions. The Senior leadership team consist of
Chief Executive Officer; Chief Financial Officer; Chief Operating Officer;
Director New Energy; Technical Director; Managing Director, Seplat
West; Managing Director, Seplat East; Managing Director, Elcrest
Exploration and Production Limited; Director Legal; Director, Corporate
Services; Director, External Affairs and Social Performance, Managing
Director, ANOH Gas Processing Company (AGPC); Director , Strategy,
Planning and Business Development. See further details in note 6.
3.20 Financial instruments
IFRS 9 provides guidance on the recognition, classification and
measurement of financial assets and financial liabilities; derecognition
of financial instruments; impairment of financial assets and hedge
accounting. IFRS 9 also significantly amends other standards dealing
with financial instruments such as IFRS 7 Financial Instruments:
Disclosures.
a) Classification and measurement
Financial assets
It is the Group’s policy to initially recognise financial asset at fair value
plus transaction costs, except in the case of financial assets recorded
at fair value through profit or loss which are expensed in profit or loss.
Classification and subsequent measurement are dependent on the
Group’s business model for managing the asset and the cash flow
characteristics of the asset. On this basis, the Group may classify its
financial instruments at amortised cost, fair value through profit or loss
and at fair value through other comprehensive income.
All the Group’s financial assets as at 31 December 2024 satisfy the
conditions for classification at amortised cost under IFRS 9 except for
derivatives which are classified at fair value through profit or loss.
The Group’s financial assets include trade receivables, NEPL
receivables, NUIMS receivables, other receivables, cash and bank
balances and derivatives. They are included in current assets, except
for maturities greater than 12 months after the reporting date. Interest
income from these 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
finance income/cost.
Financial liabilities
Financial liabilities of the Group are classified and measured at fair
value on initial recognition and subsequently at amortised cost net of
directly attributable transaction costs, except for derivatives which are
classified and subsequently recognised at fair value through profit or
loss.
Fair value gains or losses for financial liabilities designated at fair value
through profit or loss are accounted for in profit or loss except for the
amount of change that is attributable to changes in the Group’s own
credit risk which is presented in other comprehensive income. The
remaining amount of change in the fair value of the liability is
presented in profit or loss. The Group’s financial liabilities include trade
and other payables and interest-bearing loans and borrowings.
b) Impairment of financial assets
Recognition of impairment provisions under IFRS 9 is based on the
expected credit loss (ECL) model. The ECL model is applicable to
financial assets classified at amortised cost and contract assets under
IFRS 15: Revenue from Contracts with Customers. The measurement
of ECL reflects an unbiased and probability-weighted amount that is
determined by evaluating a range of possible outcomes, time value of
money and reasonable and supportable information that is available
without undue cost or effort at the reporting date, about past events,
current conditions and forecasts of future economic conditions.
The Group applies the simplified approach or the three-stage general
approach to determine impairment of receivables depending on their
respective nature. The simplified approach is applied for trade
receivables and contract assets while the general approach is applied
to NEPL receivables, NUIMS receivables, other receivables and cash
and bank balances.
The simplified approach requires expected lifetime losses to be
recognised from initial recognition of the receivables. This involves
determining the expected loss rates using a provision matrix that is
based on the Group’s historical default rates observed over the
expected life of the receivable and adjusted forward-looking
estimates. This is then applied to the gross carrying amount of the
receivable to arrive at the loss allowance for the period.
The three-stage approach assesses impairment based on changes in
credit risk since initial recognition using the past due criterion and
other qualitative indicators such as increase in political concerns or
other macroeconomic factors and the risk of legal action, sanction or
other regulatory penalties that may impair future financial
performance.
Financial assets classified as stage 1 have their ECL measured as a
proportion of their lifetime ECL that results from possible default
events that can occur within one year, while assets in stage 2 or 3
have their ECL measured on a lifetime basis.
Under the three-stage approach, the ECL is determined by projecting
the probability of default (PD), loss given default (LGD) and exposure
at default (EAD) for each ageing bucket and for each individual
exposure. The PD is based on default rates determined by external
rating agencies for the counterparties. The LGD is determined based
on management’s estimate of expected cash recoveries after
considering the historical pattern of the receivable, and it assesses the
portion of the outstanding receivable that is deemed to be
irrecoverable at the reporting period. The EAD is the total amount of
outstanding receivable at the reporting period. These three
components are multiplied together and adjusted for forward looking
information, such as the gross domestic product (GDP) in Nigeria and
crude oil prices, to arrive at an ECL which is then discounted back to
the reporting date and summed. The discount rate used in the ECL
calculation is the original effective interest rate or an approximation
thereof.
Loss allowances for financial assets measured at amortised cost are
deducted from the gross carrying amount of the related financial
assets and the amount of the loss is recognised in profit or loss.
OVERVIEW
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GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Notes to the consolidated financial statements continued
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c) Significant increase in credit risk and default
definition
The Group assesses the credit risk of its financial assets based on the
information obtained during periodic review of publicly available
information, industry trends and payment records. Based on the
analysis of the information provided, the Group identifies the assets
that require close monitoring.
Furthermore, financial assets that have been identified to be more
than 30 days past due on contractual payments are assessed to
have experienced significant increase in credit risk. These assets are
grouped as part of Stage 2 financial assets where the three-stage
approach is applied.
In line with the Group’s credit risk management practices, a financial
asset is defined to be in default when contractual payments have not
been received at least 90 days after the contractual payment period.
Subsequent to default, the Group carries out active recovery
strategies to recover all outstanding payments due on receivables.
Where the Group determines that there are no realistic prospects of
recovery, the financial asset and any related loss allowance is written
off either partially or in full.
d) Write off policy
The Group writes off financial assets, in whole or in part, when it has
exhausted all practical recovery efforts and has concluded that there
is no reasonable expectation of recovery. Indicators that there is no
reasonable expectation of recovery include;
• ceasing enforcement activity and;
• where the Group's recovery method is foreclosing on collateral
and the value of the collateral is such that there is no reasonable
expectation of recovering in full.
The Group may write - off financial assets that are still subject to
enforcement activity. The outstanding contractual amounts of such
assets written off during the year ended 31 December 2024 was nil
(2023: Nil).
The Group seeks to recover amounts it legally owed in full, but which
have been partially written off due to no reasonable expectation of full
recovery.
e) Derecognition
Financial assets
The Group derecognises a financial asset when the contractual rights
to the cash flows from the financial asset expire or when it transfers
the financial asset and the transfer qualifies for derecognition. Gains or
losses on derecognition of financial assets are recognised as finance
income/cost.
Financial liabilities
The Group derecognises a financial liability when it is extinguished i.e.
when the obligation specified in the contract is discharged or
cancelled or expires. When an existing financial liability is replaced by
another from the same lender on substantially different terms, or the
terms of an existing liability are substantially modified, such an
exchange or modification is treated as a derecognition of the original
liability and the recognition of a new liability. The difference in the
respective carrying amounts is recognised immediately in the
statement of profit or loss.
In the context of IBOR reform, the Group’s assessment of whether a
change to an amortised cost financial instrument is substantial, is
made after applying the practical expedient introduced by IBOR
reform Phase 2. This requires the transition from an IBOR to an RFR to
be treated as a change to a floating interest rate, as described in Note
3.13 above.
f) Modification
When the contractual cash flows of a financial instrument are
renegotiated or otherwise modified and the renegotiation or
modification does not result in the derecognition of that financial
instrument, the Group recalculates the gross carrying amount of the
financial instrument and recognises a modification gain or loss
immediately within finance income/(cost)-net at the date of the
modification. The gross carrying amount of the financial instrument is
recalculated as the present value of the renegotiated or modified
contractual cash flows that are discounted at the financial
instrument’s original effective interest rate.
g) Offsetting of financial assets and financial liabilities
Financial assets and liabilities are offset and the net amount reported
in the statement of financial position when and only when there is
legally enforceable right to offset the recognised amount, and there is
an intention to settle on a net basis or realise the asset and settle the
liability simultaneously.
The legally enforceable right is not contingent on future events and is
enforceable in the normal course of business, and in the event of
default, insolvency or bankruptcy of the Company or the counterparty.
h) Derivatives
The Group uses derivative financial instruments such as forward
exchange contracts to hedge its foreign exchange risks as well as put
options to hedge against its oil price risk. However, such contracts are
not accounted for as designated hedges. Derivatives are initially
recognised at fair value on the date a derivative contract is entered
and subsequently remeasured to their fair value at the end of each
reporting period. Any gains or losses arising from changes in the fair
value of derivatives are recognised within operating profit in the
statement of profit or loss for the period. An analysis of the fair value
of derivatives is provided in Note 5, Financial risk Management.
The Group accounts for financial assets with embedded derivatives
(hybrid instruments) in their entirety on the basis of its contractual
cash flow features and the business model within which they are held,
thereby eliminating the complexity of bifurcation for financial assets.
For financial liabilities, hybrid instruments are bifurcated into hosts and
embedded features. In these cases, the Group measures the host
contract at amortised cost and the embedded features is measured
at fair value through profit or loss.
For the purpose of the maturity analysis, embedded derivatives
included in hybrid financial instruments are not separated. The hybrid
instrument, in its entirety, is included in the maturity analysis for non-
derivative financial liabilities.
i) Fair value of financial instruments
The 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 available, the Group
measures the fair value of an instrument using quoted prices in an
active market for that instrument. A market is regarded as active if
quoted prices are readily available and represent actual and regularly
occurring market transactions on an arm’s length basis.
If a market for a financial instrument is not active, the Group
establishes fair value using valuation techniques. Valuation techniques
include using recent arm’s length transactions between
knowledgeable, willing parties (if available), reference to the current fair
value of other instruments that are substantially the same, and
discounted cash flow analysis. The chosen valuation technique makes
maximum use of market inputs, relies as little as possible on estimates
specific to the Group, incorporates all factors that market participants
would consider in setting a price, and is consistent with accepted
economic methodologies for pricing financial instruments.
Inputs to valuation techniques reasonably represent market
expectations and measure the risk-return factors inherent in the
financial instrument. The Group calibrates valuation techniques and
tests them for validity using prices from observable current market
transactions in the same instrument or based on other available
observable market data.
The best evidence of the fair value of a financial instrument at initial
recognition is the transaction price – i.e., the fair value of the
consideration given or received. However, in some cases, the fair
value of a financial instrument on initial recognition may be different to
its transaction price. If such fair value is evidenced by comparison with
other observable current market transactions in the same instrument
(without modification or repackaging) or based on a valuation
technique whose variables include only data from observable
markets, then the difference is recognised in the income statement
on initial recognition of the instrument. In other cases, the difference is
not recognised in the income statement immediately but is
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ADDITIONAL INFORMATION
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recognised over the life of the instrument on an appropriate basis or
when the instrument is redeemed, transferred, or sold, or the fair value
becomes observable.
3.21 Share capital
On issue of ordinary shares, any consideration received net of any
directly attributable transaction costs is included in equity. Issued
share capital has been translated at the exchange rate prevailing at
the date of the transaction and is not retranslated after initial
recognition.
3.22 Treasury shares
Own equity instruments that are reacquired (treasury shares) are
recognised at cost and deducted from equity. No gain or loss is
recognised in profit or loss on the purchase, sale, issue or cancellation
of the Group’s own equity instruments. Any difference between the
carrying amount and the consideration, if reissued, is recognised in
the share premium.
3.23 Earnings per share and dividends
Basic EPS
Basic earnings per share is calculated on the Company’s profit or loss
after taxation and based on the weighted average of issued and fully
paid ordinary shares at the end of the year.
Diluted EPS
Diluted EPS is calculated by dividing the profit or loss after taxation by
the weighted average number of ordinary shares outstanding during
the year plus the weighted average number of ordinary shares that
would be issued on conversion of all the dilutive potential ordinary
shares (after adjusting for outstanding share options arising from the
share-based payment scheme) into ordinary shares.
Dividend
Dividends on ordinary shares are recognised as a liability in the period
in which they are approved.
3.24 Post-employment benefits
Defined contribution scheme
The Group contributes to a defined contribution scheme for its
employees in compliance with the provisions of the Pension Reform
Act 2014. The scheme is fully funded and is managed by licensed
Pension Fund Administrators. Membership of the scheme is automatic
upon commencement of duties at the Group. The Group’s
contributions to the defined contribution scheme are charged to the
statement of profit and loss account in the year to which they relate.
The employer contributes 17% while the employee contributes 3% of
the qualifying employee's salary.
Employee benefits are all forms of consideration given by an entity in
exchange for service rendered by employees or for the termination of
employment. The Group operates a defined contribution plan and it is
accounted for based on IAS 19 Employee benefits.
Defined contribution plans are post-employment benefit plans under
which an entity pays fixed contributions into a separate entity (a fund)
and will have no legal or constructive obligation to pay further
contributions if the fund does not hold sufficient assets to pay all
employee benefits relating to employee service in the current and
prior periods. Under defined contribution plans the entity’s legal or
constructive obligation is limited to the amount that it agrees to
contribute to the fund.
Thus, the amount of the post-employment benefits received by the
employee is determined by the amount of contributions paid by an
entity (and perhaps also the employee) to a post-employment benefit
plan or to an insurance company, together with investment returns
arising from the contributions. In consequence, actuarial risk (that
benefits will be less than expected) and investment risk (that assets
invested will be insufficient to meet expected benefits) fall, in
substance, on the employee.
Defined benefit scheme
The Group operates a defined benefit gratuity plan, which requires
contributions to be made to a separately administered fund. The
Group also provides certain additional post-employment benefits to
employees. These benefits are unfunded.
The cost of providing benefits under the defined benefit plan is
determined using the projected unit credit method and calculated
annually by independent actuaries. The liability or asset recognised in
the statement of financial position in respect of the defined benefit
plan is the present value of the defined benefit obligation at the end of
the reporting period less the fair value of plan assets (if any). The
present value of the defined benefit obligation is determined by
discounting the estimated future cash outflows using government
bonds.
Remeasurements gains and losses, arising from changes in financial
and demographic assumptions and experience adjustments, are
recognised immediately in the statement of financial position with a
corresponding debit or credit to retained earnings through other
comprehensive income in the period in which they occur.
Remeasurements are not reclassified to profit or loss in subsequent
periods.
Past service costs are recognised in profit or loss on the earlier of:
• The date of the plan amendment or curtailment; and
• The date that the Group recognises related restructuring costs.
Net interest is calculated by applying the discount rate to the net
defined benefit obligation and the fair value of the plan assets.
The Group recognises the following changes in the net defined
benefit obligation under employee benefit expenses in general and
administrative expenses:
• Service costs comprises current service costs, past-service costs,
gains and losses on curtailments and non-routine settlements.
• Net interest cost
3.25 Provisions
Provisions are recognised when
i) the Group has a present legal or constructive obligation as a result
of past events;
ii) it is probable that an outflow of economic resources will be
required to settle the obligation as a whole; and
iii) the amount can be reliably estimated.
Provisions are not recognised for future operating losses. In
measuring the provision:
• risks and uncertainties are taken into account;
• the provisions are discounted (where the effects of the time value
of money is considered to be material) using a pre-tax rate that is
reflective of current market assessments of the time value of
money and the risk specific to the liability;
• when discounting is used, the increase of the provision over time
is recognised as interest expense;
• future events such as changes in law and technology, are taken
into account where there is subjective audit evidence that they
will occur; and
• gains from expected disposal of assets are not taken into
account, even if the expected disposal is closely linked to the
event giving rise to the provision.
Decommissioning
Liabilities for decommissioning costs are recognised as a result of the
constructive obligation of past practice in the oil and gas industry,
when it is probable that an outflow of economic resources will be
required to settle the liability and a reliable estimate can be made. The
estimated costs, based on current requirements, technology and
price levels, prevailing at the reporting date, are computed based on
the latest assumptions as to the scope and method of abandonment.
OVERVIEW
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GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Notes to the consolidated financial statements continued
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Provisions are measured at the present value of management’s best
estimates of the expenditure required to settle the present obligation
at the end of the reporting period. The discount rate used to
determine the present value is a pre-tax rate that reflects current
market assessments of the time value of money and the risks specific
to the liability. The increase in the provision due to the passage of time
is recognised as a finance cost. The corresponding amount is
capitalised as part of the oil and gas properties and is amortised on a
unit-of-production basis as part of the depreciation, depletion and
amortisation charge. Any adjustment arising from the estimated cost
of the restoration and abandonment cost is capitalised, while the
charge arising from the accretion of the discount applied to the
expected expenditure is treated as a component of finance costs.
If the change in estimate results in an increase in the
decommissioning provision and, therefore, an addition to the carrying
value of the asset, the Company considers whether this is an
indication of impairment of the asset as a whole, and if so, tests for
impairment in accordance with IAS 36. If, for mature fields, the revised
oil and gas assets net of decommissioning provisions exceed the
recoverable value, that portion of the increase is charged directly to
expense.
3.26 Contingencies
A contingent asset or contingent liability is a possible asset or
obligation that arises from past events and whose existence will be
confirmed by the occurrence or non-occurrence of uncertain future
events. The assessment of the existence of the contingencies will
involve management judgement regarding the outcome of future
events.
3.27 Income taxation
i. Current income tax
The income tax expense or credit for the period is the tax payable on
the current period’s taxable income, based on the applicable income
tax rate for each jurisdiction, adjusted by changes in deferred tax
assets and liabilities attributable to temporary differences and to
unused tax losses. The current income tax charge is calculated on the
basis of the tax laws enacted or substantively enacted at the end of
the reporting period in the countries where the company and its
subsidiaries and associates operate and generate taxable income.
Management periodically evaluates positions taken in tax returns with
respect to situations in which applicable tax regulation is subject to
interpretation. It establishes provisions, where appropriate, on the
basis of amounts expected to be paid to the tax authorities.
ii. Deferred tax
Deferred income tax is provided in full, using the liability method, on
temporary differences arising between the tax bases of assets and
liabilities and their carrying amounts in the consolidated financial
statements. However, deferred tax liabilities are not recognised if they
arise from the initial recognition of goodwill. Deferred income tax is
also not accounted for if it arises from initial recognition of an asset or
liability in a transaction other than a business combination that, at the
time of the transaction, affects neither accounting nor taxable profit or
loss.
Deferred income tax is determined using tax rates (and laws) that
have been enacted or substantially enacted by the end of the
reporting period and are expected to apply when the related deferred
income tax asset is realised or the deferred income tax liability is
settled.
Deferred tax assets are recognised only if it is probable that future
taxable amounts will be available to utilise those temporary
differences and losses.
Deferred tax liabilities and assets are not recognised for temporary
differences between the carrying amount and tax bases of
investments in foreign operations where the company is able to
control the timing of the reversal of the temporary differences and it is
probable that the differences will not reverse in the foreseeable future.
Current tax assets and tax liabilities are offset where the entity has a
legally enforceable right to offset and intends either to settle on a net
basis, or to realise the asset and settle the liability simultaneously.
Current and deferred tax is recognised in profit or loss, except to the
extent that it relates to items recognised in other comprehensive
income or directly in equity. In this case, the tax is also recognised in
other comprehensive income or directly in equity, respectively.
iii. Uncertainty over income tax treatments
The Group examines where there is an uncertainty regarding the
treatment of an item, including taxable profit or loss, the tax bases of
assets and liabilities, tax losses and credits and tax rates. It considers
each uncertain tax treatment separately or together as a group,
depending on which approach better predicts the resolution of the
uncertainty. The factors it considers include:
• how it prepares and supports the tax treatment; and
• the approach that it expects the tax authority to take during an
examination.
If the Group concludes that it is probable that the tax authority will
accept an uncertain tax treatment that has been taken or is expected
to be taken on a tax return, it determines the accounting for income
taxes consistently with that tax treatment. If it concludes that it is not
probable that the treatment will be accepted, it reflects the effect of
the uncertainty in its income tax accounting in the period in which that
determination is made (for example, by recognising an additional tax
liability or applying a higher tax rate).
The Group measures the impact of the uncertainty using methods
that best predicts the resolution of the uncertainty. The Group uses
the most likely method where there are two possible outcomes, and
the expected value method when there are a range of possible
outcomes.
The Group assumes that the tax authority with the right to examine
and challenge tax treatments will examine those treatments and have
full knowledge of all related information. As a result, it does not
consider detection risk in the recognition and measurement of
uncertain tax treatments. The Group applies consistent judgements
and estimates on current and deferred taxes. Changes in tax laws or
the presence of new tax information by the tax authority is treated as
a change in estimate in line with IAS 8 - Accounting policies, changes
in accounting estimates and errors.
Judgements and estimates made to recognise and measure the
effect of uncertain tax treatments are reassessed whenever
circumstances change or when there is new information that affects
those judgements. New information might include actions by the tax
authority, evidence that the tax authority has taken a particular
position in connection with a similar item, or the expiry of the tax
authority’s right to examine a particular tax treatment. The absence of
any comment from the tax authority is unlikely to be, in isolation, a
change in circumstances or new information that would lead to a
change in estimate.
3.28 Business combinations
The acquisition method of accounting is used to account for all
business combinations, regardless of whether equity instruments or
other assets are acquired. The consideration transferred for the
acquisition of a subsidiary comprises the:
• fair values of the assets transferred
• liabilities incurred to the former owners of the acquired business
• equity interests issued by the group
• fair value of any asset or liability resulting from a contingent
consideration arrangement, and
• fair value of any pre-existing equity interest in the subsidiary.
Identifiable assets acquired and liabilities and contingent liabilities
assumed in a business combination are, with limited exceptions,
measured initially at their fair values at the acquisition date. The group
recognises any non-controlling interest in the acquired entity on an
acquisition-by-acquisition basis either at fair value or at the non-
controlling interest’s proportionate share of the acquired entity’s net
identifiable assets. Acquisition-related costs are expensed as incurred.
The excess of the:
• consideration transferred,
• amount of any non-controlling interest in the acquired entity, and
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• acquisition-date fair value of any previous equity interest in the
acquired entity
over the fair value of the net identifiable assets acquired is recorded
as goodwill. If those amounts are less than the fair value of the net
identifiable assets of the business acquired, the difference is
recognised directly in profit or loss as a bargain purchase.
3.29 Share based payments
Employees (including senior executives) of the Group receive
remuneration in the form of share-based payments, whereby
employees render services as consideration for equity instruments
(equity-settled transactions).
a) Equity-settled transactions
The cost of equity-settled transactions is determined by the fair value
at the date when the grant is made using an appropriate valuation
model.
That cost is recognised in employee benefits expense together with a
corresponding increase in equity (share-based payment reserve),
over the period in which the service and, where applicable, the
performance conditions are fulfilled (the vesting period). The
cumulative expense recognised for equity-settled transactions at
each reporting date until the vesting date reflects the extent to which
the vesting period has expired and the Group’s best estimate of the
number of equity instruments that will ultimately vest. The expense or
credit in profit or loss for a period represents the movement in
cumulative expense recognised as at the beginning and end of that
period.
Service and non-market performance conditions are not taken into
account when determining the grant date and for fair value of awards,
but the likelihood of the conditions being met is assessed as part of
the Group’s best estimate of the number of equity instruments that
will ultimately vest. Market performance conditions are reflected within
the grant date fair value. Any other conditions attached to an award,
but without an associated service requirement, are considered to be
non-vesting conditions. Non-vesting conditions are reflected in the fair
value of an award and lead to an immediate expensing of an award
unless there are also service and/or performance conditions.
No expense is recognised for awards that do not ultimately vest
because non-market performance and/or service conditions have not
been met. Where awards include a market or non-vesting condition,
the transactions are treated as vested irrespective of whether the
market or non-vesting condition is satisfied, provided that all other
performance and/or service conditions are satisfied. When the terms
of an equity-settled award are modified, the minimum expense
recognised is the grant date fair value of the unmodified award
provided the original terms of the award are met. An additional
expense, measured as at the date of modification, is recognised for
any modification that increases the total fair value of the share-based
payment transaction, or is otherwise beneficial to the employee.
Where an award is cancelled by the entity or by the counterparty, any
remaining element of the fair value of the award is expensed
immediately through profit or loss. The dilutive effect of outstanding
awards is reflected as additional share dilution in the computation of
diluted earnings per share.
4. Significant accounting judgements,
estimates and assumptions
The preparation of the Group’s consolidated historical financial
information requires management to make judgements, estimates
and assumptions that affect the reported amounts of revenues,
expenses, assets and liabilities, and the accompanying disclosures,
and the disclosure of contingent liabilities. Uncertainty about these
assumptions and estimates could result in outcomes that require a
material adjustment to the carrying amount of assets or liabilities
affected in future periods.
4.1 Judgements
In the process of applying the Group’s accounting policies,
management has made the following judgements, which have the
most significant effect on the amounts recognised in the consolidated
historical financial information:
i. OMLs 4, 38 and 41
OMLs 4, 38, 41 are grouped together as a cash generating unit for the
purpose of impairment testing. These three OMLs are grouped
together because they each cannot independently generate cash
flows. They currently operate as a single block sharing resources for
generating cash flows. Crude oil and gas sold to third parties from
these OMLs are invoiced when the Group has an unconditional right
to receive payment.
ii. Deferred tax asset
Deferred income tax assets are recognised for tax losses carried
forward to the extent that the realisation of the related tax benefit
through future taxable profits is probable.
iii. Foreign currency translation reserve
The Group has used the CBN rate to translate its Dollar currency to its
Naira presentation currency. Management has determined that this
rate is available for immediate delivery. If the rate was 10% higher or
lower, revenue in Naira would have increased/decreased by ₦40.4
billion (2021: ₦29 billion). See Note 47 for the applicable translation
rates.
iv. Consolidation of Elcrest
On acquisition of 100% shares of Eland Oil and Gas Plc, the Group
acquired indirect holdings in Elcrest Exploration and Production
(Nigeria) Limited. Although the Group has an indirect holding of 45% in
Elcrest, Elcrest has been consolidated as a subsidiary for the following
basis:
• Eland Oil and Gas Plc has controlling power over Elcrest due to its
representation on the board of Elcrest, and clauses contained in
the Share Charge agreement and loan agreement which gives
Eland the right to control 100% of the voting rights of
shareholders.
• Eland Oil and Gas Plc is exposed to variable returns from the
activities of Elcrest through dividends and interests.
• Eland Oil and Gas Plc has the power to affect the amount of
returns from Elcrest through its right to direct the activities of
Elcrest and its exposure to returns.
v. Revenue recognition
Performance obligations
The judgments applied in determining what constitutes a
performance obligation will impact when control is likely to pass and
therefore when revenue is recognised i.e. over time or at a point in
time. The Group has determined that only one performance obligation
exists in oil contracts which is the delivery of crude oil to specified
ports. Revenue is therefore recognised at a point in time.
For gas contracts, the performance obligation is satisfied through the
delivery of a series of distinct goods. Revenue is recognised over time
in this situation as gas customers simultaneously receive and
consume the benefits provided by the Group’s performance. The
Group has elected to apply the ‘right to invoice’ practical expedient in
determining revenue from its gas contracts. The right to invoice is a
measure of progress that allows the Group to recognise revenue
based on amounts invoiced to the customer. Judgement has been
applied in evaluating that the Group’s right to consideration
corresponds directly with the value transferred to the customer and is
therefore eligible to apply this practical expedient.
Significant financing component
The Group has entered into an advance payment contract with
Mercuria for future crude oil to be delivered. The Group has
considered whether the contract contains a financing component
and whether that financing component is significant to the contract,
including both of the following;
a) The difference, if any, between the amount of promised
consideration and cash selling price and;
b) The combined effect of both the following:
• The expected length of time between when the Group transfers
the crude to Mercuria and when payment for the crude is
received and;
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Notes to the consolidated financial statements continued
Seplat Energy Plc
184
Annual Report and Accounts 2024
• The prevailing interest rate in the relevant market.
The advance period is greater than 12 months. In addition, the interest
expense accrued on the advance is based on a comparable market
rate. Interest expense has therefore been included as part of finance
cost.
Transactions with Joint Operating arrangement (JOA) partners
The treatment of underlift and overlift transactions is judgmental and
requires a consideration of all the facts and circumstances including
the purpose of the arrangement and transaction. The transaction
between the Group and its JOA partners involves sharing in the
production of crude oil, and for which the settlement of the
transaction is non-monetary. The JOA partners have been assessed
to be partners not customers. Therefore, shortfalls or excesses below
or above the Group’s share of production are recognised in other
income/ (expenses) - net.
vi. Exploration and evaluation assets
The accounting for exploration and evaluation (‘E&E’) assets require
management to make certain judgements and assumptions, including
whether exploratory wells have discovered economically recoverable
quantities of reserves. Designations are sometimes revised as new
information becomes available. If an exploratory well encounters
hydrocarbon, but further appraisal activity is required in order to
conclude whether the hydrocarbons are economically recoverable,
the well costs remain capitalised as long as sufficient progress is
being made in assessing the economic and operating viability of the
well. Criteria used in making this determination include evaluation of
the reservoir characteristics and hydrocarbon properties, expected
additional development activities, commercial evaluation and
regulatory matters. The concept of ‘sufficient progress’ is an area of
judgement, and it is possible to have exploratory costs remain
capitalised for several years while additional drilling is performed or the
Group seeks government, regulatory or partner approval of
development plans.
vii. Segment reporting
Operating segments are reported in a manner consistent with the
internal reporting provided to the chief operating decision maker.
The Board of directors has appointed a steering committee which
assesses the financial performance and position of the Group and
makes strategic decisions. The steering committee, which has been
identified as being the chief operating decision maker, consists of the
chief financial officer, the Vice President (Finance), the Director (New
Energy) and the financial reporting manager. See further details in
note 6.
viii. Leases
Critical judgements in determining the lease term
In determining the lease term, management considers all facts and
circumstances that create an economic incentive to exercise an
extension option, or not exercise a termination option. Extension
options (or periods after termination options) are only included in the
lease term if the lease is reasonably certain to be extended (or not
terminated). For leases of warehouses, retail stores and equipment,
the following factors are normally the most relevant
• If there are significant penalty payments to terminate (or not
extend), the group is typically reasonably certain to extend (or not
terminate).
• If any leasehold improvements are expected to have a significant
remaining value, the group is typically reasonably certain to extend
(or not terminate).
• Otherwise, the group considers other factors including historical
lease durations and the costs and business disruption required to
replace the leased asset.
Most extension options in offices and vehicles leases have not been
included in the lease liability, because the group could replace the
assets without significant cost or business disruption.
4.2 Estimates and assumptions
The key assumptions concerning the future and the other key source
of estimation uncertainty at the reporting date that have a significant
risk of causing a material adjustment to the carrying amounts of
assets and liabilities within the next financial year are described below.
The Group based its assumptions and estimates on parameters
available when the consolidated financial statements were prepared.
Existing circumstances and assumptions about future developments
may change due to market changes or circumstances arising that are
beyond the control of the Group. Such changes are reflected in the
assumptions when they occur.
The following are some of the estimates and assumptions made:
i. Defined benefit plans
The cost of the defined benefit retirement plan and the present value
of the retirement obligation are determined using actuarial valuations.
An actuarial valuation involves making various assumptions that may
differ from actual developments in the future. These include the
determination of the discount rate, future salary increases, mortality
rates and changes in inflation rates.
Due to the complexities involved in the valuation and its long-term
nature, a defined benefit obligation is highly sensitive to changes in
these assumptions. The parameter most subject to change is the
discount rate. In determining the appropriate discount rate,
management considers market yield on federal government bonds in
currencies consistent with the currencies of the post-employment
benefit obligation and extrapolated as needed along the yield curve to
correspond with the expected term of the defined benefit obligation.
The rates of mortality assumed for employees are the rates published
in 67/70 ultimate tables, published jointly by the Institute and Faculty of
Actuaries in the UK.
ii. Oil and gas reserves
Proved oil and gas reserves are used in the units of production
calculation for depletion as well as the determination of the timing of
well closure for estimating decommissioning liabilities and impairment
analysis. There are numerous uncertainties inherent in estimating oil
and gas reserves. Assumptions that are valid at the time of estimation
may change significantly when new information becomes available.
Changes in the forecast prices of commodities, exchange rates,
production costs or recovery rates may change the economic status
of reserves and may ultimately result in the reserves being restated.
iii. Share-based payment reserve
Estimating fair value for share-based payment transactions requires
determination of the most appropriate valuation model, which
depends on the terms and conditions of the grant. This estimate also
requires determination of the most appropriate inputs to the valuation
model including the expected life of the share award or appreciation
right, volatility and dividend yield and making assumptions about them.
The Group measures the fair value of equity-settled transactions with
employees at the grant date. The assumptions and models used for
estimating fair value for share-based payment transactions are
disclosed in note 27.4.
The Group makes estimates and assumptions concerning the future.
The resulting accounting estimates will, by definition, seldom equal the
related actual results. Such estimates and assumptions 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.
iv. Provision for decommissioning obligations
Provisions for environmental clean-up and remediation costs
associated with the Group’s drilling operations are based on current
constructions, technology, price levels and expected plans for
remediation. Actual costs and cash outflows can differ from estimates
because of changes in public expectations, prices, discovery and
analysis of site conditions and changes in clean-up technology.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
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Annual Report and Accounts 2024
v. Property, plant and equipment
The Group assesses its property, plant and equipment, including
exploration and evaluation assets, for possible impairment if there are
events or changes in circumstances that indicate that carrying values
of the assets may not be recoverable, or at least at every reporting
date.
If there are low oil prices or natural gas prices during an extended
period, the Group may need to recognise significant impairment
charges. The assessment for impairment entails comparing the
carrying value of the cash-generating unit with its recoverable
amount, that is, higher of fair value less cost to dispose and value in
use. Value in use is usually determined on the basis of discounted
estimated future net cash flows. Determination as to whether and
how much an asset is impaired involves management estimates on
highly uncertain matters such as future commodity prices, the effects
of inflation on operating expenses, discount rates, production profiles
and the outlook for regional market supply-and-demand conditions
for crude oil and natural gas.
During the year, the Group carried out an impairment assessment on
OML 4,38 and 41, OML 56, OML 53, OML 40, OML 67, OML 68, OML
70 and OML 104. The Group used the higher of the fair value less cost
to dispose and the value in use in determining the recoverable
amount of the cash-generating unit. In determining the value, the
Group uses a forecast of the annual net cash flows over the life of
proved plus probable reserves, production rates, oil and gas prices,
future costs (excluding (a) future restructurings to which the entity is
not yet committed; or (b) improving or enhancing the asset’s
performance) and other relevant assumptions based on the year-end
Competent Persons Report (CPR). The pre-tax future cash flows are
adjusted for risks specific to the forecast and discounted using a pre-
tax discount rate which reflects both current market assessment of
the time value of money and risks specific to the asset.
Management considers whether a reasonable possible change in one
of the main assumptions will cause an impairment and believes
otherwise (see note 16.1).
vi. Useful life of other property, plant and equipment
The Group recognises depreciation on other property, plant and
equipment on a straight-line basis in order to write-off the cost of the
asset over its expected useful life. The economic life of an asset is
determined based on existing wear and tear, economic and technical
ageing, legal and other limits on the use of the asset, and
obsolescence. If some of these factors were to deteriorate materially,
impairing the ability of the asset to generate future cash flow, the
Group may accelerate depreciation charges to reflect the remaining
useful life of the asset or record an impairment loss.
vii. Income taxes
The Group is subject to income taxes by the Nigerian tax authority,
which does not require significant judgement in terms of provision for
income taxes, but a certain level of judgement is required for
recognition of deferred tax assets. Management is required to assess
the ability of the Group to generate future taxable economic earnings
that will be used to recover all deferred tax assets. Assumptions about
the generation of future taxable profits depend on management’s
estimates of future cash flows. The estimates are based on the future
cash flow from operations taking into consideration the oil and gas
prices, volumes produced, operational and capital expenditure.
viii. Impairment of financial assets
The loss allowances for financial assets are based on assumptions
about risk of default, expected loss rates and maximum contractual
period. The Group uses judgement in making these assumptions and
selecting the inputs to the impairment calculation, based on the
Group’s past history, existing market conditions as well as forward
looking estimates at the end of each reporting period. Details of the
key assumptions and inputs used are disclosed in note 5.1.3.
ix. Intangible assets
The contract based intangible assets (licence) were acquired as part
of a business combination. They are recognised at their fair value at
the date of acquisition and are subsequently amortised on a straight-
line bases over their estimated remaining useful lives of the asset. The
fair value of contract based intangible assets is estimated using the
multi period excess earnings method. This requires a forecast of
revenue and all cost projections throughout the useful life of the
intangible assets. A contributory asset charge that reflects the return
on assets is also determined and applied to the revenue but
subtracted from the operating cash flows to derive the pre-tax cash
flow. The post-tax cashflows are then obtained by deducting out the
tax using the effective tax rate.
Discount rates represent the current market assessment of the risks
specific to each CGU, taking into consideration the time value of
money. The discount rate calculation is based on the specific
circumstances of the Group and its operating segments and is
derived from its weighted average cost of capital (WACC). The WACC
takes into account both debt and equity. The cost of equity is derived
from the expected return on investment by the Group’s investors. The
cost of debt is based on the interest-bearing borrowings the Group is
obliged to service.
x. Inventories
The net realisable value of crude oil and refined products is based on
the estimated selling price in the ordinary course of business, less the
estimated costs of completion and the estimated costs necessary to
make the sale.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Notes to the consolidated financial statements continued
Seplat Energy Plc
186
Annual Report and Accounts 2024
5. Financial risk management
5.1 Financial risk factors
The Group’s activities expose it to a variety of financial risks such as market risk (including foreign exchange risk, interest rate risk and commodity
price risk), credit risk and liquidity risk. The Group’s risk management programme focuses on the unpredictability of financial markets and seeks to
minimise potential adverse effects on the Group’s financial performance. Risk management is carried out by the treasury department under
policies approved by the Board of Directors. The Board provides written principles for overall risk management,as well as written policies covering
specific areas, such as foreign exchange risk, interest rate risk, credit risk and investment of excess liquidity
Risk
Exposure arising from
Measurement
Management
Market risk – foreign
exchange
Future commercial transactions
Recognised financial assets and
liabilities not denominated in US
dollars.
Cash flow forecasting
Sensitivity analysis
Match and settle foreign denominated cash
inflows with the relevant cash outflows to
mitigate any potential foreign exchange risk.
Market risk – interest
rate
Long term borrowings at variable
rate
Sensitivity analysis
None
Market risk –
commodity prices
Derivative financial instruments
Sensitivity analysis
Oil price hedges
Credit risk
Cash and bank balances, trade
receivables and derivative
financial instruments.
Ageing analysis
Credit ratings
Diversification of bank deposits
Liquidity risk
Borrowings and other liabilities
Rolling cash flow forecasts
Availability of committed credit lines and
borrowing facilities
5.1.1 Market risk
Market risk is the risk of loss that may arise from changes in market factors such as foreign exchange rates, interest rates and commodity prices.
i. Commodity price risk
The Group is exposed to the risk of fluctuations on crude oil prices. The uncertainty around the rate at which oil prices increase or decline led to
the Group’s decision to enter into an option contract to insure the Group’s revenue against adverse oil price movements.
Crude Hedge
During the last quarter of 2024, the Group entered into an economic crude oil hedge contract with an average strike price of ₦81,382 ($55/bbl.)
for 10.5 million barrels at an average premium price of ₦1,036 ($0.70 /bbl.) was agreed at the contract dates.
These contracts, which will commence on 1 January 2025, are expected to reduce the volatility attributable to price fluctuations of oil. The Group
did not pre-pay any premium in the current year but the premium for 10.5 million barrels will be settled on a deferred basis. An unrealized fair value
gain of ₦3.6 billion, $2.5 million have been recognized in 2024.
The termination date is 31 March and 30 June 2025 respectively. Hedging the price volatility of forecast oil sales is in accordance with the risk
management strategy of the Group.
The maturity of the crude oil hedge contracts the Group holds is shown in the table below:
Less than 6
months
6 to 9
months
9 to 12
months
Above 12
months
Total
Fair value
₦ million
Fair value
$'000
As at 31 December 2024
_
Crude oil hedges Volume (bbl.)
3,000,000
—
—
— 3,000,000
6,073
3,955
—
6,073
3,955
Less than 6
months
6 to 9 months
9 to 12 months
Above 12
months
Total
Fair value
₦ million
Fair value
$'000
As at 31 December 2023
Crude oil hedges Volume (bbl.)
3,000,000
—
—
— 3,000,000
1,444
1,606
1,444
1,606
The following table summarises the impact of the commodity options on the Group’s profit before tax due to a 10 % change in market inputs,
with all other variables held constant:
Effect on
profit/(loss)
before tax
Effect on
other
components
of equity
before tax
Effect on
profit/(loss)
before tax
Effect on other
components
of equity
before tax
2024
2024
2023
2023
Increase/decrease in Market inputs
₦ million
₦ million
₦ million
₦ million
+10%
607
—
142
—
-10%
(607)
—
(142)
—
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
187
Annual Report and Accounts 2024
Effect on
profit/(loss)
before tax
Effect on
other
components
of equity
before tax
Effect on
profit/(loss)
before tax
Effect on other
components
of equity
before tax
2024
2024
2023
2023
Increase/decrease in Market inputs
$'000
$'000
$'000
$'000
+10%
396
—
161
—
-10%
(396)
—
(161)
—
The Group may be exposed to business risks from fluctuations in the future prices of crude oil and gas. The following table summarises the
impact on the Group’s profit before tax of a 10% change in crude oil prices, with all other variables held constant:
Effect on
profit/(loss)
before tax
Effect on
other
components
of equity
before tax
Effect on
profit/(loss)
before tax
Effect on other
components
of equity
before tax
2024
2024
2023
2023
Increase/decrease in crude oil prices
₦ million
₦ million
₦ million
₦ million
+10%
146,635
—
61,587
—
-10%
(146,635)
—
(61,587)
—
Effect on
profit/(loss)
before tax
Effect on
other
components
of equity
before tax
Effect on
profit/(loss)
before tax
Effect on other
components
of equity
before tax
2024
2024
2023
2023
Increase/decrease in crude oil prices
$'000
$'000
$'000
$'000
+10%
99,099
—
93,791
—
-10%
(99,099)
—
(93,791)
—
The following table summarises the impact on the Group’s profit before tax of a 10% change in gas prices, with all other variables held constant:
Effect on
profit/(loss)
before tax
Effect on
other
components
of equity
before tax
Effect on
profit/(loss)
before tax
Effect on other
components
of equity
before tax
2024
2024
2023
2023
Increase/decrease in gas prices
₦ million
₦ million
₦ million
₦ million
+10%
18,483
—
8,100
—
-10%
(18,483)
—
(8,100)
—
Effect on
profit/(loss)
before tax
Effect on
other
components
of equity
before tax
Effect on
profit/(loss)
before tax
Effect on other
components
of equity
before tax
2024
2024
2023
2023
Increase/decrease in gas prices
$'000
$'000
$'000
$'000
+10%
12,491
—
12,336
—
-10%
(12,491)
—
(12,336)
—
ii. Cash flow and fair value interest rate risk
The Group’s exposure to interest rate risk relates primarily to interest bearing loans and borrowings. The Group has both variable and fixed
interest rate borrowings. Borrowings issued at variable rates expose the Group to cash flow interest rate risk which is partially offset by cash and
short-term fixed deposit held at variable rates. Fixed rate borrowings only give rise to interest rate risk if measured at fair value. The Group’s
borrowings are not measured at fair value and are denominated in US dollars. The Group is exposed to cash flow interest rate risk on short-term
deposits to the extent that the significant increases and reductions in market interest rates would result in a decrease in the interest earned by
the Group.
The contractual re-pricing date of the interest-bearing loans and borrowings is between 3-6 months. The exposure of the Group’s variable
interest-bearing loans and borrowings at the end of the reporting period is shown below.
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Corporate loan
15,868
9,179
10,335
10,206
The following table demonstrates the sensitivity of the Group’s profit before tax to changes in SOFR rate, with all other variables held constant.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Notes to the consolidated financial statements continued
Seplat Energy Plc
188
Annual Report and Accounts 2024
Effect on
profit/(loss)
before tax
Effect on
other
components
of equity
before tax
Effect on
profit/(loss)
before tax
Effect on
other
components
of equity
before tax
2024
2024
2024
2024
Increase/decrease in interest rate
₦ million
₦ million
$'000
$'000
+2%
317
—
207
—
-2%
(317)
—
(207)
—
Effect on
profit/(loss)
before tax
Effect on other
components
of equity
before tax
Effect on
profit/(loss)
before tax
Effect on other
components
of equity
before tax
2023
2023
2023
2023
Increase/decrease in interest rate
₦ million
₦ million
$'000
$'000
+2%
184
—
204
—
-2%
(184)
—
(204)
—
5.1.2 Foreign exchange risk
The Group has transactional currency exposures that arise from sales or purchases in currencies other than the respective functional currency.
The Group is exposed to exchange rate risk to the extent that balances and transactions are denominated in a currency other than the US dollar.
The Group holds most of its cash and bank balances in US dollar. However, the Group maintains deposits in Naira in order to fund ongoing
general and administrative activities and other expenditure incurred in this currency. Other monetary assets and liabilities which give rise to foreign
exchange risk include trade and other receivables, trade and other payables. The following table demonstrates the carrying value of monetary
assets and liabilities exposed to foreign exchange risks for Naira exposures at the reporting date:
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Financial assets
Cash and cash equivalents
79,448
47,539
51,747
52,857
Trade and other receivables
67,824
85,746
44,176
95,338
Contract asset
23,918
7,239
15,579
8,049
Restricted cash
1,448
1,155
943
1,310
172,638
141,679
112,445
157,554
Financial liabilities
Trade and other payables
(114,708)
(85,604)
(74,713)
(95,180)
Net exposure to foreign exchange risk
57,930
56,075
37,732
62,374
The following table demonstrates the carrying value of monetary assets and liabilities exposed to foreign exchange risks for Pound exposures at
the reporting date:
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Financial assets
Cash and cash equivalents
3,017
1,564
1,965
1,739
Trade and other receivables
11,028
13
7,183
14
14,045
1,577
9,148
1,753
Financial liabilities
Trade and other payables
—
—
—
—
Net exposure to foreign exchange risk
14,045
1,577
9,148
1,753
Sensitivity to foreign exchange risk is based on the Group’s net exposure to foreign exchange risk due to Naira and pound denominated
balances. If the Naira strengthens or weakens by the following thresholds, the impact is as shown in the table below:
Effect on
profit
before tax
Effect on
other
components
of equity
before tax
Effect on
profit
before tax
Effect on
other
components
of equity
before tax
2024
2024
2024
2024
Increase/decrease in foreign exchange risk
₦ million
₦ million
$'000
$'000
+10%
(5,266)
—
(3,430)
—
-10%
6,437
—
4,192
—
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
189
Annual Report and Accounts 2024
Effect on profit
before tax
Effect on other
components
of equity
before tax
Effect on profit
before tax
Effect on other
components
of equity
before tax
2023
2023
2023
2023
Increase/decrease in foreign exchange risk
₦ million
₦ million
$'000
$'000
+10%
(5,100)
—
(5,670)
—
-10%
6,233
—
6,930
—
If the Pound strengthens or weakens by the following thresholds, the impact is as shown in the table below:
Effect on
profit
before tax
Effect on
other
components
of equity
before tax
Effect on
profit
before tax
Effect on
other
components
of equity
before tax
2024
2024
2024
2024
Increase/decrease in foreign exchange risk
₦ million
₦ million
$'000
$'000
+10%
(1,277)
—
(832)
—
-10%
1,561
—
1,016
—
Effect on profit
before tax
Effect on other
components
of equity
before tax
Effect on profit
before tax
Effect on other
components
of equity
before tax
2023
2023
2023
2023
Increase/decrease in foreign exchange risk
₦ million
₦ million
$'000
$'000
+10%
(143)
—
(159)
—
-10%
175
—
195
—
5.1.3 Credit risk
Credit risk refers to the risk of a counterparty defaulting on its contractual obligations resulting in financial loss to the Group. Credit risk arises from
cash and bank balances as well as credit exposures to customers (i.e., Mercuria, Shell western, Pillar, Azura, Geregu Power, Sapele Power and
Nigerian Gas Marketing Company (NGMC) receivables), and other parties (i.e., NUIMS receivables, NEPL receivables and other receivables)
a) Risk management
The Group is exposed to credit risk from its sale of crude oil to Mercuria, Exxonmobil, Waltersmith, Chevron and Shell western. There is a 30-day
payment term after Bill of Lading date in the off-take agreement with Mercuria (OMLs 4, 38 &41) which expires in March 2025. The Group also has
an off-take agreement with Shell Western Supply and Trading Limited which expires in March 2025. The Group is exposed to further credit risk
from outstanding cash calls from NEPL and NUIMS.
In addition, the Group is exposed to credit risk in relation to the sale of gas to its customers.
The credit risk on cash and bank balances is managed through the diversification of banks in which the balances are held. The risk is limited
because the majority of deposits are with banks that have an acceptable credit rating assigned by an international credit agency. The Group’s
maximum exposure to credit risk due to default of the counterparty is equal to the carrying value of its financial assets.
b) Impairment of financial assets
The Group financial assets that are subject to IFRS 9’s expected credit loss model are listed below. Contract assets are also subject to the
expected credit loss model, even though they are not financial assets, as they have substantially the same credit risk characteristics as trade
receivables. The impairment of receivables is disclosed in the table below.
• JV partners receivables
• Trade receivables
• Contract assets
• Other receivables
• Cash and bank balances
• Reconciliation of impairment on financial assets;
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Notes to the consolidated financial statements continued
Seplat Energy Plc
190
Annual Report and Accounts 2024
Notes
₦ million
$'000
As at 1 January 2024
41,969
94,120
Decrease in provision for Nigerian National Corporation Exploration Limited (NEPL) receivables
25.2
(2,473)
(1,671)
Decrease in provision for NNPC Upstream Investment Management Services (NUIMS) receivables
25.3
(1,126)
(761)
Increase in provision for trade receivables
25.1
14,137
9,554
Decrease in provision for receivables from Joint Venture (ANOH)
25.5
(4,433)
(2,996)
Increase in provision for other receivables
25.4
9,711
6,563
Decrease in provision for contract asset
26
(176)
(119)
Impairment charge to the profit or loss
15,640
10,570
Exchange difference
As at 31 December 2024
57,609
104,690
Notes
₦ million
US $'000
As at 1 January 2023
33,638
81,464
Increase in provision for Nigerian National Corporation Exploration Limited (NEPL) receivables
25.2
1,228
1,870
Decrease in provision for NNPC Upstream Investment Management Services (NUIMS) receivables
25.3
229
349
Increase in provision for trade receivables
25.1
2,140
3,259
Increase in provision for receivables from joint venture (ANOH)
25.5
3,768
5,738
Increase in provision of other receivables
25.4
868
1,322
Increase in provision for contract asset
26
77
118
Impairment charge to the profit or loss
8,330
12,656
Exchange difference
—
—
As at 31 December 2023
41,969
94,120
The parameters used to determine impairment for NEPL receivables, NUIMS receivables, other receivables and short term fixed deposits are
shown below. For all receivables presented in the table, the respective 12-month Probability of Default (PD) equate the lifetime PD for stage 2 as
the maximum contractual period over which the Group is exposed to credit risk arising from the receivables is less than 12 months.
NNPC Exploration and Production
Company Limited (NEPL)
receivables
NNPC Upstream Investment
Management Services(NUIMS)
receivables
Other receivables
Short term fixed deposits
Probability of Default
(PD)
The 12-month sovereign
cumulative PD for base
case, downturn and upturn
respectively is 2.05%,
2.06%, and 2,04%, for
stage 1 and stage 2. The PD
for stage 3 is 100%.
The 12-month sovereign
cumulative PD for base
case, downturn and upturn
respectively is 2.05%,
2.06%, and 2,04%, for
stage 1 and stage 2. The PD
for stage 3 is 100%.
The PD for stage 3 is 100%.
The 12-month sovereign
cumulative PD for base
case, downturn and upturn
respectively is 2.05%,
2.06%, and 2,04%, for
stage 1 and stage 2. The PD
for stage 3 is 100%.
Loss Given Default
(LGD)
The 12-month LGD and
lifetime LGD were
determined using Moody’s
recovery rate and mapped
based on the priority rating
of the receivable, for
emerging economies.
The 12-month LGD and
lifetime LGD were
determined using Moody’s
recovery rate and mapped
based on the priority rating
of the receivable, for
emerging economies.
The 12-month LGD and
lifetime LGD were
determined using
Management’s estimate of
expected cash recoveries.
The Management’s
estimates is based on
historical pattern of
recoveries.
The 12-month LGD and
lifetime LGD were
determined using Moody’s
recovery rate and mapped
based on the priority rating
of the receivable, for
emerging economies.
Exposure at default
(EAD)
The EAD is the maximum
exposure of the receivable
to credit risk.
The EAD is the maximum
exposure of the receivable
to credit risk.
The EAD is the maximum
exposure of the receivable
to credit risk.
The EAD is the maximum
exposure of the short-term
fixed deposits to credit risk.
Macroeconomic
indicators
The historical inflation and
Brent oil price were used.
The historical inflation and
Brent oil price were used.
The historical gross
domestic product (GDP)
growth rate in Nigeria and
crude oil price were used.
The historical gross
domestic product (GDP)
growth rate in Nigeria and
crude oil price were used.
Probability weightings 23.02%, 34.92%, and
42.06%, was used as the
weights for the base, upturn
and downturn ECL
modelling scenarios
respectively.
23.02%, 34.92%, and
42.06%, was used as the
weights for the base, upturn
and downturn ECL
modelling scenarios
respectively.
23.02%, 34.92%, and
42.06%, was used as the
weights for the base, upturn
and downturn ECL
modelling scenarios
respectively.
23.02%, 34.92%, and
42.06%, was used as the
weights for the base, upturn
and downturn ECL
modelling scenarios
respectively.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
191
Annual Report and Accounts 2024
The Group considers both quantitative and qualitative indicators in classifying its receivables into the relevant stages for impairment calculation as
shown below:
• Stage 1: This stage includes financial assets that are less than 30 days past due (Performing).
• Stage 2: This stage includes financial assets that have been assessed to have experienced a significant increase in credit risk using the
days past due criteria (i.e. the outstanding receivables amounts are more than 30 days past due but less than 90 days past due) and other
qualitative indicators such as the increase in political risk concerns or other macro-economic factors and the risk of legal action, sanction or
other regulatory penalties that may impair future financial performance.
• Stage 3: This stage includes financial assets that have been assessed as being in default (i.e., receivables that are more than 90 days past
due) or that have a clear indication that the imposition of financial or legal penalties and/or sanctions will make the full recovery of
indebtedness highly improbable.
i. NEPL receivables
NEPL receivables represent the outstanding cash calls due to Seplat from its Joint venture partner, Nigerian National Petroleum Corporation
Exploration Limited. The Group applies the IFRS 9 general model for measuring expected credit losses (ECL). This requires a three-stage
approach in recognising the expected loss allowance for NEPL receivables.
The ECL recognised for the period is a probability-weighted estimate of credit losses discounted at the effective interest rate of the financial
asset. Credit losses are measured as the present value of all cash shortfalls (i.e., the difference between the cash flows due to the Group in
accordance with the contract and the cash flows that the Group expects to receive).
The following analysis provides further detail about the calculation of ECLs related to these assets. The Group considers the model and the
assumptions used in calculating these ECLs as key sources of estimation uncertainty
There was no write-off during the year (2023: Nil). (See details in Note 25.2).
Stage 1
Stage 2
Stage 3
12-month ECL
Lifetime ECL
Lifetime ECL
Total
31 December 2024
₦ million
₦ million
₦ million
₦ million
Gross Exposure at Default (EAD)
—
67,954
—
67,954
Loss Allowance
—
(4,339)
—
(4,339)
Net Exposure at Default (EAD)
—
63,615
—
63,615
Stage 1
Stage 2
Stage 3
12-month ECL
Lifetime ECL
Lifetime ECL
Total
31 December 2023
₦ million
₦ million
₦ million
₦ million
Gross Exposure at Default (EAD)
—
116,421
—
116,421
Loss Allowance
—
(4,367)
—
(4,367)
Net Exposure at Default (EAD)
—
112,054
—
112,054
Stage 1
Stage 2
Stage 3
12-month ECL
Lifetime ECL
Lifetime ECL
Total
31 December 2024
$'000
$'000
$'000
$'000
Gross Exposure at Default (EAD)
—
44,260
—
44,260
Loss Allowance
—
(2,826)
—
(2,826)
Net Exposure at Default (EAD)
—
41,434
—
41,434
Stage 1
Stage 2
Stage 3
12-month ECL
Lifetime ECL
Lifetime ECL
Total
31 December 2023
$'000
$'000
$'000
$'000
Gross Exposure at Default (EAD)
—
129,444
—
129,444
Loss Allowance
—
(4,856)
—
(4,856)
Net Exposure at Default (EAD)
—
124,588
—
124,588
ii. NIUMS receivables
NUIMS receivables represent the outstanding cash calls due to Seplat from its Joint Operating Agreement (JOA) partner, NNPC Upstream
Investment Management Services. The Group applies the general model for measuring expected credit losses (ECL) which uses a three-stage
approach in recognising the expected loss allowance for NUIMS receivables.
The ECL was calculated based on actual credit loss experience from 2016, which is the date the Group initially became a party to the contract.
The following analysis provides further detail about the calculation of ECLs related to these assets. The Group considers the model and the
assumptions used in calculating these ECLs as key sources of estimation uncertainty. The tables below show the expected credit losses for the
year ended 31 December 2024 and 31 December 2023.
Stage 1
Stage 2
Stage 3
12-month ECL
Lifetime ECL
Lifetime ECL
Total
31 December 2024
₦ million
₦ million
₦ million
₦ million
Gross Exposure at Default (EAD)
—
454,571
—
454,571
Net Exposure at Default (EAD)
—
454,571
—
454,571
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Notes to the consolidated financial statements continued
Seplat Energy Plc
192
Annual Report and Accounts 2024
Stage 1
Stage 2
Stage 3
12-month ECL
Lifetime ECL
Lifetime ECL
Total
31 December 2023
₦ million
₦ million
₦ million
₦ million
Gross Exposure at Default (EAD)
—
19,099
—
19,099
Loss Allowance
—
(684)
—
(684)
Net Exposure at Default (EAD)
—
18,415
—
18,415
Stage 1
Stage 2
Stage 3
12-month ECL
Lifetime ECL
Lifetime ECL
Total
31 December 2024
$'000
$'000
$'000
US$'000
Gross Exposure at Default (EAD)
—
296,075
—
296,075
Net Exposure at Default (EAD)
—
296,075
—
296,075
Stage 1
Stage 2
Stage 3
12-month ECL
Lifetime ECL
Lifetime ECL
Total
31 December 2023
$'000
$'000
$'000
$'000
Gross Exposure at Default (EAD)
—
21,236
—
21,236
Loss Allowance
—
(761)
—
(761)
Net Exposure at Default (EAD)
—
20,475
—
20,475
iii. Trade receivables (Geregu Power, Sapele Power, Nigerian Gas Marketing Company and others)
The Group applies the IFRS 9 simplified approach to measuring expected credit losses which uses a lifetime expected loss allowance for all trade
receivables and contract assets.The impairment of trade receivables (Geregu Power, Sapele Power, NGMC and others) was estimated by
applying the provision matrix. The expected loss rate was calculated as the percentage of the receivable that is deemed uncollectible during a
particular period. The expected loss rates as at 31 December 2024 and 31 December 2023 are as follows:
Current
30-60 days
61-90 days
91-180 days
181-365 days
Above 365 days
Total
31 December 2024
₦ million
₦ million
₦ million
₦ million
₦ million
₦ million
₦ million
Gross carrying amount
16,058
5,707
3,479
8,101
11,671
17,492
62,508
Expected loss rate
4 %
9 %
17 %
41 %
66 %
100 %
Lifetime ECL
(688)
(534)
(603)
(3,291)
(7,742)
(17,492)
(30,350)
Total
15,371
5,173
2,876
4,810
3,929
–
32,158
Current
30-60 days
61-90 days
91-180 days
181-365 days
Above 365 days
Total
31 December 2023
₦ million
₦ million
₦ million
₦ million
₦ million
₦ million
₦ million
Gross carrying amount
4,573
286
248
256
256
213
5,832
Expected loss rate
4 %
4 %
4 %
83 %
83 %
93 %
Lifetime ECL
(168)
(11)
(10)
(212)
(212)
(198)
(811)
Total
4,405
275
238
44
44
15
5,021
Current
30-60 days
61-90 days
91-180 days
181-365 days
Above 365 days
Total
31 December 2024
$'000
$'000
$'000
$'000
$'000
$'000
$'000
Gross carrying amount
10,459
3,717
2,266
5,276
7,602
11,393
40,713
Expected loss rate
4 %
9 %
17 %
41 %
66 %
100 %
—
Lifetime ECL
(448)
(348)
(393)
(2,143)
(5,043)
(11,393)
(19,768)
Total
10,011
3,369
1,873
3,133
2,559
—
20,945
Current
30-60 days
61-90 days
91-180 days
181-365 days
Above 365 days
Total
31 December 2023
$'000
$'000
$'000
$'000
$'000
$'000
$'000
Gross carrying amount
6,980
437
378
390
390
325
8,900
Expected loss rate
4 %
4 %
4 %
42 %
42 %
93 %
Lifetime ECL
(257)
(16)
(15)
(162)
(162)
(303)
(915)
Total
6,723
421
363
228
228
22
7,985
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
193
Annual Report and Accounts 2024
iv. Contract assets
The expected credit losses on contract assets was estimated by applying the provision matrix. The expected loss rate was calculated as the
percentage of the receivable that is deemed uncollectible during a particular period. The expected loss rates as at 31 December 2024 and 2023
are shown below:
Current
1-30 days
31-60 days
61-90 days
181-365 days
Above 365 days
Total
31 December 2024
₦ million
₦ million
₦ million
₦ million
₦ million
₦ million
₦ million
Gross carrying amount
23,918
—
—
—
—
—
23,918
Expected loss rate
1.07 %
1.65 %
2.32 %
2.95 %
4.56 %
100 %
Lifetime ECL
(255)
—
—
—
—
—
(255)
Total
23,663
—
—
—
—
—
23,663
Current
1-30 days
31-60 days
1-30 days
31-60 days
61-90 days
91-120 days
31 December 2023
₦ million
₦ million
₦ million
₦ million
₦ million
₦ million
₦ million
Gross carrying amount
7,496
—
—
—
—
—
7,496
Expected loss rate
3.42 %
3.94 %
3.94 %
4.29 %
4.29 %
88.61 %
Lifetime ECL
(256)
—
—
—
—
—
(256)
Total
7,240
—
—
—
—
—
7,240
Current
1-30 days
31-60 days
61-90 days
181-365 days
Above 365 days
Total
31 December 2024
US$'000
US$'000
US$'000
US$'000
US$'000
$'000
$'000
Gross carrying amount
15,745
—
—
—
15,745
Expected loss rate
1.06 %
1.65 %
2.32 %
2.95 %
4.56 %
100 %
Lifetime ECL
(166)
—
—
—
(166)
Total
15,579
—
—
—
—
—
15,579
Current
1-30 days
31-60 days
61-90 days
181-365 days
Above 365 days
Total
31 December 2023
US$'000
US$'000
US$'000
US$'000
US$'000
$'000
$'000
Gross carrying amount
8,334
—
—
—
8,334
Expected loss rate
3.42 %
3.94 %
3.94 %
4.29 %
4.29 %
88.61 %
Lifetime ECL
(285)
—
—
—
—
—
(285)
Total
8,049
—
—
—
—
—
8,049
v. Other receivables
Other receivables are amounts outside the usual operating activities of the Group. Included in other receivables is a receivable amount on an
investment that is no longer being pursued. The Group applied the general approach in estimating the expected credit loss.
Stage 1
Stage 2
Stage 3
12-month ECL
Lifetime ECL
Lifetime ECL
Total
31 December 2024
₦ million
₦ million
₦ million
₦ million
Gross Exposure at Default (EAD)
—
—
185,953
182,884
Loss Allowance
—
—
(92,514)
(92,514)
Net Exposure at Default (EAD)
—
—
93,440
93,440
Stage 1
Stage 2
Stage 3
12-month ECL
Lifetime ECL
Lifetime ECL
Total
31 December 2023
₦ million
₦ million
₦ million
₦ million
Gross Exposure at Default (EAD)
—
—
74,727
74,727
Loss Allowance
—
—
(48,564)
(48,564)
Net Exposure at Default (EAD)
—
—
26,163
26,163
Stage 1
Stage 2
Stage 3
12-month ECL
Lifetime ECL
Lifetime ECL
Total
31 December 2024
$'000
$'000
$'000
$'000
Gross Exposure at Default (EAD)
—
—
119,118
119,118
Loss Allowance
—
—
(58,258)
(58,258)
Net Exposure at Default (EAD)
—
—
60,860
60,860
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Notes to the consolidated financial statements continued
Seplat Energy Plc
194
Annual Report and Accounts 2024
Stage 1
Stage 2
Stage 3
12-month ECL
Lifetime ECL
Lifetime ECL
Total
31 December 2023
$'000
$'000
$'000
$'000
Gross Exposure at Default (EAD)
—
—
83,086
83,086
Loss Allowance
—
—
(53,996)
(53,996)
Net Exposure at Default (EAD)
—
—
29,090
29,090
vi. Cash and cash equivalent
Short term fixed deposits
The Group applies the IFRS 9 general model for measuring expected credit losses (ECL) which uses a three-stage approach in recognising the
expected loss allowance for cash and cash equivalents. The ECL was calculated as the probability weighted estimate of the credit losses
expected to occur over the contractual period of the facility after considering macroeconomic indicators.
Stage 1
Stage 2
Stage 3
12-month ECL
Lifetime ECL
Lifetime ECL
Total
31 December 2024
₦ million
₦ million
₦ million
₦ million
Gross Exposure at Default (EAD)
202,123
—
—
202,123
Loss Allowance
(376)
—
—
(376)
Net Exposure at Default (EAD)
201,747
—
—
201,747
Stage 1
Stage 2
Stage 3
12-month ECL
Lifetime ECL
Lifetime ECL
Total
31 December 2023
N million
N million
N million
N million
Gross Exposure at Default (EAD)
90,693
—
—
90,693
Loss Allowance
(221)
—
—
(221)
Net Exposure at Default (EAD)
90,472
—
—
90,472
Stage 1
Stage 2
Stage 3
12-month ECL
Lifetime ECL
Lifetime ECL
Total
31 December 2024
$'000
$'000
$'000
$'000
Gross Exposure at Default (EAD)
131,649
—
—
131,649
Loss Allowance
(246)
—
—
(246)
Net Exposure at Default (EAD)
131,403
—
—
131,403
Stage 1
Stage 2
Stage 3
12-month ECL
Lifetime ECL
Lifetime ECL
Total
31 December 2023
$'000
$'000
$'000
$'000
Gross Exposure at Default (EAD)
101,636
—
—
101,636
Loss Allowance
(246)
—
—
(246)
Net Exposure at Default (EAD)
101,390
—
—
101,390
Other cash, bank balances and restricted cash
The group assessed the other cash, bank and restricted cash balances to determine their expected credit losses. Based on the assessment
performed, the expected credit loss figures were insignificant and not recognised due to materiality as at 31 December 2024 (2023: nil). The
assets are assessed to be in stage 1.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
195
Annual Report and Accounts 2024
Credit quality of cash and cash equivalents (including restricted cash)
The credit quality of the Group’s cash and bank balances are assessed on the basis of external credit ratings (Fitch national long-term ratings) as
shown below cash and bank balances are all in Stage 1 based on the ECL assessment:
Dec 2024
Dec 2023
Dec 2024
Dec 2023
₦ million
₦ million
$'000
$'000
B-
449,688
—
292,895
—
BBB-
1
28,674
1
31,882
BBB+
1,809
—
1,179
—
A
376
944
245
1,050
A+
361,729
302,533
235,605
336,375
AA-
67,543
33,295
43,992
37,019
AAA
43,666
63,911
28,441
71,060
Non-rated
(64)
—
(42)
—
924,748
429,357
602,316
477,386
Allowance for impairment recognised during the year (Note 18)
(376)
(217)
(245)
(246)
Net cash and cash bank balances
924,372
429,140
602,071
477,140
c. Maximum exposure to credit risk – financial instruments subject to impairment
The Group estimated the expected credit loss on NEPL receivables, NUIMS receivables and short-term fixed deposits by applying the general
model. The gross carrying amount of financial assets represents the Group’s maximum exposure to credit risks on these assets.
All financial assets impaired using the General model (NEPL, NUIMS and short-term fixed deposits) are graded under the standard monitoring
credit grade (rated B- under Standard and Poor’s unmodified ratings) and are classified under Stage 1, except for the other receivables which are
graded under the investment grade (rated AA under Standard and Poor’s unmodified ratings) and classified in Stage 2 and Stage 3.
d) Roll forward movement in loss allowance
The loss allowance recognised in the period is impacted by a variety of factors, as described below:
• Transfers between Stage 1 and Stage 2 or Stage 3 due to financial instruments experiencing significant increases (or decreases) of credit
risk or becoming credit impaired in the period, and the consequent “step up” (or “step down”) between 12-month and lifetime ECL;
• Additional allowances for new financial instruments recognised during the period, as well as releases for financial instruments derecognised
in the period;
• Impact on the measurement of ECL due to changes in PDs, EADs and LGDs in the period, arising from regular refreshing of inputs to
models;
• Discount unwind within ECL due to passage of time, as ECL is measured on a present value basis;
• Foreign exchange retranslation for assets denominated in foreign currencies and other movements; and
• Financial assets derecognised during the period and write-off of receivables and allowances related to assets.
The following tables explain the changes in the loss allowance between the beginning and end of the annual period due to these factors:
NEPL receivables
Stage 1
Stage 2
Stage 3
12-month ECL
Lifetime ECL
Lifetime ECL
Total
31 December 2024
N million
N million
N million
N million
Loss allowance as at 1 January 2024
—
4,367
—
4,367
Movements in profit due to increase in receivables
(2,473)
—
—
(2,473)
Exchange difference
2,473
(28)
—
2,445
Loss allowance as at 31 December 2024
—
4,339
—
4,339
Stage 1
Stage 2
Stage 3
12-month ECL
Lifetime ECL
Lifetime ECL
Total
31 December 2024
$'000
$'000
$'000
$'000
Loss allowance as at 1 January 2024
—
4,856
—
4,856
Movements in profit due to increase in receivables
(1,671)
—
—
(1,671)
Foreign exchange revaluation impact
(359)
—
—
(359)
Loss allowance as at 31 December 2024
(2,030)
4,856
—
2,826
NUIMS receivables
Stage 1
Stage 2
Stage 3
12-month ECL
Lifetime ECL
Lifetime ECL
Total
31 December 2024
N million
N million
N million
N million
Loss allowance as at 1 January 2024
—
684
—
684
Movements in profit due to increase in receivables
—
(1,126)
—
(1,126)
Exchange difference
—
442
—
442
Loss allowance as at 31 December 2024
—
—
—
—
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Notes to the consolidated financial statements continued
Seplat Energy Plc
196
Annual Report and Accounts 2024
Stage 1
Stage 2
Stage 3
12-month ECL
Lifetime ECL
Lifetime ECL
Total
31 December 2024
$'000
$'000
$'000
$'000
Loss allowance as at 1 January 2024
—
761
—
761
Movements in profit due to increase in receivables
—
(761)
—
(761)
Loss allowance as at 31 December 2024
—
—
—
—
Other receivables
Stage 1
Stage 2
Stage 3
12-month ECL
Lifetime ECL
Lifetime ECL
Total
31 December 2024
N million
N million
N million
N million
Loss allowance as at 1 January 2024
—
—
48,564
48,564
Movements in profit due to increase in receivables
—
—
9,711
9,711
Exchange difference
—
—
34,238
34,238
Loss allowance as at 31 December 2024
—
—
92,512
92,512
Stage 1
Stage 2
Stage 3
12-month ECL
Lifetime ECL
Lifetime ECL
Total
31 December 2024
$'000
$'000
$'000
$'000
Loss allowance as at 1 January 2024
—
—
53,996
53,996
Movements in profit due to increase in receivables
—
—
6,563
6,563
Foreign exchange revaluation impact
—
—
(2,301)
—
Loss allowance as at 31 December 2024
—
—
58,258
58,258
Short-term fixed deposit
Stage 1
Stage 2
Stage 3
12-month ECL
Lifetime ECL
Lifetime ECL
Total
31 December 2024
N million
N million
N million
N million
Loss allowance as at 1 January 2024
(221)
—
—
(221)
Exchange difference
(155)
(155)
Loss allowance as at 31 December 2024
(376)
—
—
(376)
Short-term fixed deposit
Stage 1
Stage 2
Stage 3
12-month ECL
Lifetime ECL
Lifetime ECL
Total
31 December 2024
$'000
$'000
$'000
$'000
Loss allowance as at 1 January 2024
(246)
—
—
(246)
Loss allowance as at 31 December 2024
(246)
—
—
(246)
e. Estimation uncertainty in measuring impairment loss
The table below shows information on the sensitivity of the carrying amounts of the Company’s financial assets to the methods, assumptions and
estimates used in calculating impairment losses on those financial assets at the end of the reporting period. These methods, assumptions and
estimates have a significant risk of causing material adjustments to the carrying amounts of the Group’s financial assets.
i. Expected cashflow recoverable
The table below demonstrates the sensitivity of the Company’s profit before tax to a 20% change in the expected cashflows from financial
assets, with all other variables held constant:
Effect on
profit before
tax
Effect on
other
components
of profit
before tax
Effect on
profit before
tax
Effect on
other
components
of
profit before
tax
2024
2024
2024
2024
Increase/decrease in estimated cash flows
₦ million
₦ million
$’000
$’000
+20%
(13,916)
—
(9,064)
—
-20%
13,916
—
9,064
—
Effect on profit
before tax
Effect on other
components
of profit before
tax
Effect on profit
before tax
Effect on other
components
of
profit before
tax
2023
2023
2023
2023
Increase/decrease in estimated cash flows
₦ million
₦ million
$’000
$’000
+20%
(7,990)
—
(9,064)
—
-20%
7,990
—
9,064
—
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
197
Annual Report and Accounts 2024
ii) Significant unobservable inputs
The table below demonstrates the sensitivity of the Company’s profit before tax to movements in the probability of default (PD) and loss given
default (LGD) for financial assets, with all other variables held constant:
Effect on
profit before
tax
Effect on
other
components
of equity
before tax
Effect on
profit before
tax
Effect on
other
components
of equity
before tax
2024
2024
2024
2024
Increase/decrease in loss given default
₦ million
₦ million
$'000
$'000
+10%
(208)
—
(141)
—
-10%
208
—
141
—
Effect on profit
before tax
Effect on other
components
of equity
before tax
Effect on profit
before tax
Effect on other
components
of equity
before tax
2023
2023
2023
2023
Increase/decrease in loss given default
₦ million
₦ million
$'000
$'000
+10%
(104)
—
(158)
—
-10%
104
—
158
—
The table below demonstrates the sensitivity of the Group’s profit before tax to movements in probabilities of default, with all other variables held
constant:
Effect on
profit before
tax
Effect on
other
components
of equity
before tax
Effect on
profit before
tax
Effect on
other
components
of equity
before tax
2024
2024
2024
2024
Increase/decrease in probability of default
₦ million
₦ million
$'000
$'000
+10%
(218)
—
(147)
—
-10%
218
—
147
—
Effect on profit
before tax
Effect on other
components
of equity
before tax
Effect on profit
before tax
Effect on other
components
of equity
before tax
2023
2023
2023
2023
Increase/decrease in probability of default
₦ million
₦ million
$'000
$'000
+10%
(109)
—
(166)
—
-10%
109
—
166
—
The table below demonstrates the sensitivity of the Company’s profit before tax to movements in the forward-looking macroeconomic indicators,
with all other variables held constant:
Effect on
profit before
tax
Effect on
other
components
of equity
before tax
Effect on
profit before
tax
Effect on
other
components
of equity
before tax
2024
2024
2024
2024
Increase/decrease in forward looking macroeconomic indicators
₦ million
₦ million
$'000
$'000
+10%
(63)
—
(42)
—
-10%
63
—
42
—
Effect on profit
before tax
Effect on other
components
of equity
before tax
Effect on profit
before tax
Effect on other
components
of equity
before tax
2023
2023
2023
2023
Increase/decrease in forward looking macroeconomic indicators
₦ million
₦ million
$'000
$'000
+10%
(37)
—
(57)
—
-10%
37
—
57
—
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Notes to the consolidated financial statements continued
Seplat Energy Plc
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Annual Report and Accounts 2024
5.1.4 Liquidity risk
Liquidity risk is the risk that the Group will not be able to meet its financial obligations as they fall due. The Group manages liquidity risk by ensuring
that sufficient funds are available to meet its commitments as they fall due.
The Group uses both long-term and short-term cash flow projections to monitor funding requirements for activities and to ensure there are
sufficient cash resources to meet operational needs. Cash flow projections take into consideration the Group’s debt financing plans and
covenant compliance. Surplus cash held is transferred to the treasury department which invests in interest bearing current accounts and time
deposits.
The following table details the Group’s remaining contractual maturity for its non-derivative financial liabilities with agreed maturity periods. The
table has been drawn based on the undiscounted cash flows of the financial liabilities based on the earliest date on which the Group can be
required to pay.
Effective interest
rate
Less than
1 year
1 – 2
year
2 – 3
years
Total
31 December 2024
%
₦ million
₦ million
₦ million
₦ million
Non-derivatives
Fixed interest rate borrowings
650 million Senior notes
7.75 %
77,342 1,036,629
—
1,113,971
Variable interest rate borrowings
The Mauritius Commercial Bank Ltd
8% + SOFR
23,378
6,274
—
29,652
Stanbic IBTC Bank Plc
8% + SOFR
23,867
6,403
—
30,270
Standard Bank of South Africa
8% + SOFR
13,638
3,660
—
17,298
First City Monument Ltd (FCMB)
8% + SOFR
6,088
1,634
—
7,722
Shell Western Supply & Trading Limited
10.5% + SOFR
2,598
2,598
18,184
23,380
$350 million RCF
Citibank N.A. London
5% + SOFR
15,354
—
—
15,354
Nedbank Limited, London Branch
5% + SOFR
69,090
—
—
69,090
Stanbic Ibtc Bank Plc
5% + SOFR
76,766
—
—
76,766
The Standard Bank of South Africa Limited
5% + SOFR
—
—
—
—
RMB International (Mauritius) Limited
5% + SOFR
99,796
—
—
99,796
The Mauritius Commercial Bank Ltd
5% + SOFR
69,090
—
—
69,090
JP Morgan Chase Bank, N.A London
5% + SOFR
46,060
—
—
46,060
Standard Chartered Bank
5% + SOFR
46,060
—
—
46,060
Natixis
5% + SOFR
—
—
—
—
Societe Generale Bank, London Branch
5% + SOFR
—
—
—
—
Zenith Bank Plc
5% + SOFR
23,030
—
—
23,030
Zenith Bank (UK) Limited
5% + SOFR
30,707
—
—
30,707
United Bank for Africa Plc
5% + SOFR
23,030
—
—
23,030
First City Monument Bank Limited
5% + SOFR
30,707
—
—
30,707
BP
5% + SOFR
7,677
—
—
7,677
$300 million Advance Payment Facility (APF)
ExxonMobil Financing
5% + SOFR +
CAS
44,547
44,547
504,533
593,627
Total variable interest borrowings
651,483
65,116
522,717 1,239,316
Other non-derivatives
Trade and other payables**
1,684,706
—
— 1,684,706
Lease liability
24,415
—
—
24,415
1,709,121
—
— 1,709,121
Total
2,437,946 1,101,745
522,717 4,062,408
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
199
Annual Report and Accounts 2024
Effective interest rate
Less than
1 year
1 – 2
year
2 – 3
years
3 – 5
years
Total
‘31 December 2023
%
₦ million
₦ million
₦ million
₦ million
₦ million
Non-derivatives
Fixed interest rate borrowings
650 million Senior notes
7.75 %
45,838
45,306
607,259
—
698,403
Variable interest rate borrowings
The Mauritius Commercial Bank Ltd
8% + SOFR
15,426
13,782
3,688
—
32,896
Stanbic IBTC Bank Plc
8% + SOFR
15,749
14,068
3,764
—
33,581
Standard Bank of South Africa
8% + SOFR
8,999
8,039
2,150
—
19,188
First City Monument Ltd (FCMB)
8% + SOFR
4,018
3,589
960
—
8,567
Shell Western Supply & Trading Limited
10.5% + SOFR
1,595
1,590
1,590
10,685
15,460
Total variable interest borrowings
45,787
41,068
12,152
10,685
109,692
Other non-derivatives
Trade and other payables**
480,136
—
—
—
480,136
Lease liability
1,207
—
—
—
1,207
481,343
—
—
—
481,343
Total
572,968
86,374
619,411
10,685 1,289,438
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Notes to the consolidated financial statements continued
Seplat Energy Plc
200
Annual Report and Accounts 2024
Effective interest rate
Less than
1 year
1 – 2
year
2 – 3
years
Total
31 December 2024
%
$'000
$'000
$'000
$'000
Non-derivatives
Fixed interest rate borrowings
650 million Senior notes
7.75 %
50,375
675,188
—
725,563
Variable interest rate borrowings
The Mauritius Commercial Bank Ltd
8% + SOFR
15,227
4,086
—
19,313
Stanbic IBTC Bank Plc
8% + SOFR
15,545
4,171
—
19,716
Standard Bank of South Africa
8% + SOFR
8,883
2,384
—
11,267
First City Monument Ltd (FCMB)
8% + SOFR
3,965
1,064
—
5,029
Shell Western Supply & Trading Limited
10.5% + SOFR
1,692
1,692
11,844
15,228
350 million Seplat RCF
Citibank N.A. London
5% + SOFR
10,000
—
—
10,000
Nedbank Limited, London Branch
5% + SOFR
45,000
—
—
45,000
Stanbic Ibtc Bank Plc
5% + SOFR
50,000
—
—
50,000
The Standard Bank of South Africa Limited
5% + SOFR
—
—
—
—
RMB International (Mauritius) Limited
5% + SOFR
65,000
—
—
65,000
The Mauritius Commercial Bank Ltd
5% + SOFR
45,000
—
—
45,000
JP Morgan Chase Bank, N.A London
5% + SOFR
30,000
—
—
30,000
Standard Chartered Bank
5% + SOFR
30,000
—
—
30,000
Natixis
5% + SOFR
—
—
—
—
Societe Generale Bank, London Branch
5% + SOFR
—
—
—
—
Zenith Bank Plc
5% + SOFR
15,000
—
—
15,000
Zenith Bank (UK) Limited
5% + SOFR
20,000
—
—
20,000
United Bank for Africa Plc
5% + SOFR
15,000
—
—
15,000
First City Monument Bank Limited
5% + SOFR
20,000
—
—
20,000
BP
5% + SOFR
5,000
—
—
5,000
$300 million Advance Payment Facility (ADF)
ExxonMobil Financing
5% + SOFR + CAS
29,015
29,015
328,617
386,647
Total variable interest borrowings
424,327
42,412
340,461
807,200
Other non-derivatives
Trade and other payables2
1,097,297
—
— 1,097,297
Lease liability
15,902
—
—
15,902
1,113,199
—
—
1,113,199
Total
1,587,901
717,600
340,461 2,645,962
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
201
Annual Report and Accounts 2024
Effective interest
rate
Less than
1 year
1 – 2
year
2 – 3
years
3 – 5
years
Total
‘31 December 2023
%
$'000
$'000
$'000
$'000
$'000
Non-derivatives
Fixed interest rate borrowings
650 million Senior notes
7.75 %
50,375
50,375
675,188
—
777,938
Variable interest rate borrowings
The Mauritius Commercial Bank Ltd
8% + SOFR
17,153
15,323
4,099
—
36,575
Stanbic IBTC Bank Plc
8% + SOFR
17,511
15,642
4,185
—
37,338
Standard Bank of South Africa
8% + SOFR
10,006
8,938
2,391
—
21,335
First City Monument Ltd (FCMB)
8% + SOFR
4,467
3,990
1,067
—
9,524
Shell Western Supply & Trading Limited
10.5% + SOFR
1,773
1,768
1,768
11,881
17,190
Total variable interest borrowings
50,910
45,661
13,510
11,881
121,962
Other non-derivatives
Trade and other payables**
533,845
—
—
—
533,845
Lease liability
1,342
—
—
—
1,342
535,187
—
—
—
535,187
Total
636,472
96,036
688,698
11,881 1,433,087
1.
Derivative liability of $3.9 million, ₦6.1 billion (2023: $1.6 million, ₦1.4 billion) are expected to be settled within the next 12 months. Hence, it would be classified under less than one year for the
purpose of liquidity and maturity analysis.
2.
Trade and other payables (exclude non-financial liabilities such as provisions, taxes, pension and other non-contractual payables)
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Notes to the consolidated financial statements continued
Seplat Energy Plc
202
Annual Report and Accounts 2024
5.1.5 Fair value measurements
Set out below is a comparison by category of carrying amounts and fair value of all financial instruments:
Carrying amount
Fair value
2024
2023
2024
2023
₦ million
₦ million
₦ million
₦ million
Financial assets measured at amortised cost
Trade and other receivables*
1,149,130
249,938 1,149,130
249,938
Contract asset
23,919
7,240
23,919
7,240
Cash and cash equivalents
721,385
404,825
721,385
404,825
1,894,434
662,003 1,894,434
662,003
Financial liabilities
Interest bearing loans borrowings
2,099,748
679,367 2,080,360
688,438
Trade and other payables**
1,615,528
349,997 1,615,528
349,997
3,715,276 1,029,364 3,715,276 1,038,435
Financial liabilities at fair value
Derivative financial instruments (Note 27)
(6,073)
(1,444)
(6,073)
(1,444)
(6,073)
(1,444)
(6,073)
(1,444)
Carrying amount
Fair value
2024
2023
2024
2023
$'000
$'000
$’000
$’000
Financial assets at amortised cost
Trade and other receivables*
748,463
277,898
748,463
277,898
Contract Asset
15,579
8,049
15,579
8,049
Cash and cash equivalents
470,107
450,109
470,107
450,109
1,234,149
736,056 1,234,149
736,056
Financial liabilities
Interest bearing loans and borrowings
1,367,629
755,362 1,355,001
765,447
Trade and other payables**
1,052,243
389,149 1,052,243
389,149
2,419,872
1,144,511 2,407,244
1,154,596
Financial liabilities at fair value
Derivative financial instruments (Note 27)
(3,955)
(1,606)
(3,955)
(1,606)
(3,955)
(1,606)
(3,955)
(1,606)
1.
Trade and other receivables exclude Geregu Power, Sapele Power and NGMC VAT receivables, cash advances and advance payments. In determining the fair value of the interest-bearing
loans and borrowings, non-performance risks of the Group as at year-end were assessed to be insignificant.
2.
Trade and other payables (excluding non-financial liabilities such as provisions, taxes, pension and other non-contractual payables), trade and other receivables (excluding prepayments),
contract assets and cash and bank balances are financial instruments whose carrying amounts as per the financial statements approximate their fair values. This is mainly due to their short-
term nature.
5.1.6 Fair Value Hierarchy
As at the reporting period, the Group had classified its financial instruments into the three levels prescribed under the accounting standards.
There were no transfers of financial instruments between fair value hierarchy levels during the year.
• Level 1 – Quoted (unadjusted) market prices in active markets for identical assets or liabilities.
• Level 2 – Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly or indirectly
observable.
• Level 3 – Valuation techniques for which the lowest level input that is significant to the fair value measurement is unobservable.
The fair value of the financial instruments is included at 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.
Recurring fair value measurements
Level 1
Level 2
Level 3
Level 1
Level 2
Level 3
31 December 2024
₦ million
₦ million
₦ million
$'000
$'000
$'000
Financial liabilities:
Derivative financial instruments
—
6,073
—
—
3,955
—
Level 1
Level 2
Level 3
Level 1
Level 2
Level 3
31 December 2023
₦ million
₦ million
₦ million
$'000
$'000
$'000
Financial liabilities:
Derivative financial instruments
—
1,444
—
—
1,606
—
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
203
Annual Report and Accounts 2024
The fair value of the Group’s derivative financial instruments has been determined using a proprietary pricing model that uses marked to market
valuation. The valuation represents the mid-market value and the actual close-out costs of trades involved. The market inputs to the model are
derived from observable sources. Other inputs are unobservable but are estimated based on the market inputs or by using other pricing models.
The derivative financial instruments are in level 2.
Level 1
Level 2
Level 3
Level 1
Level 2
Level 3
31 December 2024
₦ million
₦ million
₦ million
$'000
$'000
$'000
Financial liabilities:
Interest bearing loans and borrowings
— 2,080,360
—
— 1,355,001
—
Level 1
Level 2
Level 3
Level 1
Level 2
Level 3
31 December 2023
₦ million
₦ million
₦ million
$'000
$'000
$'000
Financial liabilities:
Interest bearing loans and borrowings
—
657,973
—
—
731,575
—
The fair value of the Group’s interest-bearing loans and borrowings is determined by using discounted cash flow models that use market interest
rates as at the end of the period. The interest-bearing loans and borrowings are in level 2.
Non-recurring fair value measurements
Level 1
Level 2
Level 3
Level 1
Level 2
Level 3
31 December 2024
₦ million
₦ million
₦ million
$'000
$'000
$'000
Assets
Non-current asset held for sale
—
18,838
—
—
12,270
—
The fair value of the property, plant and equipment (oil rig) held for sale is determined using the replacement cost of the asset and the actual
values market participants are willing to pay for the asset. These assets are of specialised nature and has been recognised under level 2.
The valuation process
The finance & planning team of the Group performs the valuations of financial and non-financial assets required for financial reporting purposes,
including level 3 fair values. This team reports directly to the General Manager (GM) Commercial who reports to the Chief Financial Officer (CFO)
and the Audit Committee (AC). Discussions of valuation processes and results are held between the GM and the valuation team at least once
every quarter, in line with the Group’s quarterly reporting periods.
5.1.7 Capital management
Risk management
The Group’s objective when managing capital is to safeguard the Group’s ability to continue as a going concern in order to provide returns for
shareholders and benefits for other stakeholders, to maintain optimal capital structure and reduce cost of capital. Consistent with others in the
industry, the Group monitors capital on the basis of the following gearing ratio, net debt divided by total capital. Net debt is calculated as total
borrowings less cash and bank balances.
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Interest bearing loans and borrowings
2,099,750 679,699
1,367,629
755,731
Lease liabilities
112,945
1,207
73,565
1,342
Less: cash and cash equivalents
(721,385)
(404,825)
(469,862)
(450,109)
Net debt
1,491,310
276,081
971,332
306,964
Total equity
2,828,983
1,612,635
1,842,606
1,793,027
Total capital
4,320,293
1,888,716
2,813,938
2,099,991
Net debt (net debt/total capital) ratio
35 %
15 %
35 %
15 %
During the year, the Group's strategy which was unchanged from prior year, was to maintain a net debt gearing ratio of 15% to 40%. Capital
includes share capital, share premiums, capital contribution and all other equity reserves
As the Group continuously reviews its funding and maturity profile, it continues to monitor the market in ensuring that its well positioned for any
refinancing and or buy back opportunities for the current debt facilities.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Notes to the consolidated financial statements continued
Seplat Energy Plc
204
Annual Report and Accounts 2024
Loan covenants
Under the terms of the major borrowing facilities, the Group is required to comply with the following financial covenants:
• Total net financial indebtedness to annualised EBITDA is not to be greater than 3:1;
• The sources of funds exceed the relevant expenditures in each semi-annual period within the 18 months shown in the Group’s liquidity plan.
• The minimum production levels stipulated for each 6-month period must be achieved.
• The Cash Adjusted Debt Service Cover Ratio should equal to or greater than 1.20 to 1 for each Calculation Period through to the applicable
Termination Date.
The Group has complied with these covenants throughout the reporting periods
6. Segment reporting
Business segments are based on the Group’s internal organisation and management reporting structure. The Group’s business segments are the
two core businesses: Oil and Gas. The Oil segment deals with the exploration, development and production of crude oil while the Gas segment
deals with the production and processing of gas. These two reportable segments make up the total operations of the Group.
For the year ended 31 December 2024, revenue from the gas segment of the business constituted 12% (2023: 12%) of the Group’s revenue.
Management is committed to continued growth of the gas segment of the business, including through increased investment to establish
additional offices, create a separate gas business operational management team and procure the required infrastructure for this segment of the
business. The gas business is positioned separately within the Group and reports directly to the (chief operating decision maker). As the gas
business segment’s revenues, results and cash flows are largely independent of other business units within the Group, it is regarded as a
separate segment.The result is two reporting segments, Oil and Gas. There were no inter segment sales during the reporting periods under
consideration, therefore all revenue was from external customers.
Amounts relating to the gas segment are determined using the gas cost centres, with the exception of depreciation. Depreciation relating to the
gas segment is determined by applying a percentage which reflects the proportion of the Net Book Value of oil and gas properties that relates to
gas investment costs (i.e., cost for the gas processing facilities).
The Group accounting policies are also applied in the segment reports.
6.1 Segment profit disclosure
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Oil
108,784
75,916
73,519
115,628
Gas
105,461
5,413
71,272
8,244
Total profit for the period
214,245
81,330
144,791
123,872
2024
2023
2024
2023
Oil
₦ million
₦ million
$'000
$'000
Revenue from contracts with customers
Crude oil sales (Note 8)
1,466,349
615,866
990,991
937,913
Cost of sales and general and administrative expenses
(1,127,873)
(426,935) (762,243)
(650,171)
Other income
201,769
(21,932)
136,360
(33,400)
Operating profit before impairment
540,242
167,000
365,108
254,342
Impairment
(3,412)
(5,341)
(2,306)
(8,134)
Operating profit
536,830
161,659
362,802
246,208
Finance income (Note 15)
19,525
6,277
13,195
9,559
Finance expenses (Note 15)
(136,512)
(45,438)
(92,258)
(69,199)
Fair value (losses)
(10,875)
(2,946)
(7,349)
(4,486)
Profit before taxation
408,968
119,552
276,391
182,082
Income tax expense (Note 16)
(300,184)
(43,636) (202,872)
(66,454)
Profit for the year
108,784
75,916
73,519
115,628
Other income in the Oil business is made up of other income/loss (Note 10) and gain on bargain purchase (Note 11).
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
205
Annual Report and Accounts 2024
2024
2023
2024
2023
Gas
₦ million
₦ million
$'000
$'000
Revenue from contracts with customers
Gas sales
184,833
81,001
124,914
123,358
Natural gas liquid
389
–
263
–
Cost of sales and general and administrative expenses
(31,442)
(14,884)
(21,250)
(22,667)
Other income
(19,584)
(58,132)
(13,235)
(88,530)
Operating profit before impairment
134,199
7,985
90,694
12,161
Impairment
(12,228)
(2,970)
(8,264)
(4,523)
Operating profit
121,973
5,015
82,429
7,638
Share of (loss)/profit from joint venture accounted for using the equity method
30,482
972
20,601
1,481
Profit before taxation
152,454
5,988
103,030
9,119
Income tax expense (Note 16)
(46,992)
(575)
(31,757)
(876)
Profit for the period
105,461
5,413
71,273
8,244
During the reporting period, impairment losses recognised in the oil segment relate to trade receivables and other receivables (Pillar, Pan Ocean,
Oghareki, Summit, NEPL and NUIMS). Impairment losses recognised in the gas segment relates to Geregu Power, Sapele Power and NGMC. See
Note 13 for further details. In addition, the Gas segment suffered foreign exchange losses arising from devaluation and therefore 2024 operating
profit has been impacted by volatility in Naira exchange to the USD. However, the foreign exchange loss in 2024 was lower than what was
experienced in 2023
6.1.1 Disaggregation of revenue from contracts with customers
The Group derives revenue from the transfer of commodities at a point in time or over time and from different geographical regions.
2024
2024
2024
2024
2024
2024
2024
2024
Oil
Gas
Natural Gas
Liquid
Total
Oil
Gas
Natural Gas
Liquid
Total
₦ million
₦ million
₦ million
₦ million
$'000
$'000
$'000
$'000
Geographical markets
Bahamas
550,442
—
—
550,442
372,001
—
—
372,001
Nigeria
65,208
184,833
—
250,041
44,069
124,914
—
168,983
Italy
93,415
—
—
93,415
63,132
—
—
63,132
Switzerland
274,916
—
—
274,916
185,795
—
—
185,795
England
197,527
—
—
197,527
133,493
—
—
133,493
Singapore
284,840
—
389
285,229
192,501
263
192,764
Revenue from contracts with
customers
1,466,349
184,833
389 1,651,571 990,990
124,914
263
1,116,168
2024
2024
2024
2024
2024
2024
2024
2024
Oil
Gas
Natural Gas
Liquid
Total
Oil
Gas
Natural Gas
Liquid
Total
₦ million
₦ million
₦ million
₦ million
$'000
$'000
$'000
$'000
Timing of revenue recognition
At a point in time
1,466,349
—
389 1,466,349 990,990
—
263 990,990
Over time
—
184,833
—
185,223
—
124,914
—
125,177
Revenue from contracts with
customers
1,466,349
184,833
389 1,651,571 990,990
124,914
263
1,116,168
2023
2023
2023
2023
2023
2023
Oil
Gas
Total
Oil
Gas
Total
₦ million
₦ million
₦ million
$'000
$'000
$'000
Geographical markets
Bahamas
239,218
—
239,218
364,310
—
364,310
Nigeria
53,612
81,001
134,613
81,647
123,358
205,005
Italy
2,932
—
2,932
4,465
—
4,465
Switzerland
191,178
—
191,178
291,148
—
291,148
England
128,926
—
128,926
196,343
—
196,343
Revenue from contracts with customers
615,867
81,001 696,868
937,913
123,358 1,061,271
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Notes to the consolidated financial statements continued
Seplat Energy Plc
206
Annual Report and Accounts 2024
2023
2023
2023
2023
2023
2023
Oil
Gas
Total
Oil
Gas
Total
₦ million
₦ million
₦ million
$'000
$'000
$'000
Timing of revenue recognition
At a point in time
615,866
—
615,866
937,913
—
937,913
Over time
—
81,001
81,001
—
123,358
123,358
Revenue from contracts with customers
615,866
81,001
696,867
937,913
123,358 1,061,271
The Group's transactions with its major customers, Shell Western, Mercuria, Chevron, Waltersmith and Exxon, constitute more than 80% ($924
million, N1.4 trillion) of the total revenue from oil segment and the Group as a whole. Also, the Group’s transactions with Geregu Power, Sapele
Power, NGMC, MSNE and Azura ($119.9 million, ₦177.4 billion) accounted for most of the revenue from gas segment.
6.1.2 Impairment (losses)/reversal on financial assets by reportable segments
2024
2023
Oil
Gas
Total
Oil
Gas
Total
₦ million
₦ million
₦ million
₦ million
₦ million
₦ million
Impairment (losses)/reversal recognised during the year
(3,412)
(12,228)
(15,640)
(5,341)
(2,969)
(8,310)
2024
2023
Oil
Gas
Total
Oil
Gas
Total
$'000
$'000
$'000
$'000
$'000
$'000
Impairment (losses)/reversal recognised during the year
(2,306)
(8,264)
(10,570)
(4,392)
(8,264)
(12,656)
—
6.2 Segment assets
Segment assets are measured in a manner consistent with that of the financial statements. These assets are allocated based on the operations
of the reporting segment and the physical location of the asset. The Group had no non-current assets domiciled outside Nigeria.
Oil
Gas
Total
Oil
Gas
Total
Total segment assets
₦ million
₦ million
₦ million
$'000
$'000
$'000
31 December 2024
8,744,398 1,076,863 9,821,261 5,695,489
701,393 6,396,882
31 December 2023
2,458,176
595,278 3,053,454 2,733,153
661,866 3,395,019
6.3 Segment liabilities
Segment liabilities are measured in a manner consistent with that of the financial statements. These liabilities are allocated based on the
operations of the segment.
Oil
Gas
Total
Oil
Gas
Total
Total segment liabilities
₦ million
₦ million
₦ million
$'000
$'000
$'000
31 December 2024
6,407,278 585,000 6,992,278 4,173,248
381,028 4,554,276
31 December 2023
1,069,025
371,794
1,440,819
1,188,609
413,383
1,601,992
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
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Annual Report and Accounts 2024
7. Business Combinations
Summary of Acquisition
On 25 February 2022, Seplat Energy Plc (“Seplat Energy” or “Seplat”), announced that it had entered into an agreement to acquire the entire share
capital of Mobil Producing Nigeria Unlimited (“MPNU”). Under the terms of the acquisition, the former owners of MPNU - (Mobil Development
Nigeria Inc. and Mobil Exploration Nigeria Inc.) are entitled to receive cash as stated below in exchange for MPNU’s shares. The cash consideration
payable under the acquisition was wholly funded through a combination of existing cash resources of Seplat and loan facilities available to Seplat.
The transaction was completed on the 12 December 2024 (the acquisition date) and from that date Seplat Energy will be expected to align MPNU
with its overall strategic goals and ESG objectives.
Mobil Producing Nigeria Unlimited (MPNU) is a former Nigerian incorporated subsidiary of ExxonMobil with more than 55 years operating
experience in Nigeria. MPNU’s operated shallow water portfolio primarily comprises a 40% interest in four oil mining leases (OMLs 67, 68, 70 and
104) under a joint operating agreement with Nigerian National Petroleum Corporation (“NNPC”), along with the Qua Iboe Terminal and a 51%
interest in the Bonny River Terminal and the Natural Gas Liquids Recovery Plants at East Area Project (EAP) and Oso.
On 19 December 2024, Seplat Energy changed the name of the newly acquired subsidiary -MPNU to Seplat Energy Producing Nigeria Unlimited
(“SEPNU”) following this change the former name of the acquiree was retired.
Asset acquired and liabilities assumed
The fair values of the identifiable assets and liabilities of Mobil Producing Nigeria Unlimited (MPNU) as at the date of acquisition were:
Assets
₦ million
$'000
Oil and gas property, plant & equipment
2,580,294 1,684,265
Other property, plant & equipment
332,209
216,847
Right of use assets
114,212
74,551
Inventories
699,307
459,401
Trade and other receivables
448,438
292,714
Bank balances
279,885
182,693
Restricted cash
164,652
107,475
License-based identifiable intangible asset on acquisition*
220,080
143,656
4,839,077 3,161,602
Liabilities
Retirement benefit obligation
(71,588)
(46,728)
Deferred tax liabilities
(1,266,157)
(826,473)
Deferred tax impact on the fair value adjustment
(226,765)
(148,019)
Provision for decommissioning obligation
(1,107,702)
(723,043)
Other provisions
(5,028)
(3,282)
Lease liabilities
(24,437)
(15,951)
Trade, other payables and taxes
(389,620)
(254,321)
(3,091,298) (2,017,817)
Total identifiable net assets at fair value
1,747,779 1,143,785
Gain on bargain purchase arising on acquisition
(127,230)
(85,985)
Net Purchase consideration
1,620,550 1,057,800
The net assets recognised in the 31 December 2024 financial statements were based on assessment of their fair value on the date of acquisition
using the income, cost and market approach as required by the IFRS 3 fair value assessment. Valuation of Items such as property, plant and
equipment valued using the replacement cost approach will be concluded within the measurement periods in line with the requirements of IFRS 3
and the fair values would be adjusted. This adjustment will impact on the gain on bargain purchase already reported in the financial statements.
*License-based identifiable intangible asset on acquisition
The license-based intangible asset in relation to MPNU’s OML of $143.66 million, ₦220.1 billion was acquired as part of a business combination.
They are recognised at their fair value at the date of acquisition and are subsequently amortised on a straight-line based on the timing of
projected cash flows of the licences’ estimated useful lives.
Trade and other receivables
The acquisition date fair value of the trade and other receivables amounts to ($292.7 million, ₦448 billion). The gross amount of trade and other
receivables is ($390.8 million, ₦598.7 billion) and with impairment allowance of ($8.3 million, ₦12.7 billion). The trade and other receivables relates
to amount due from trade receivables, JV receivable from Partners, employee receivables, other receivables, insurance and other claims
receivables it is expected that the full contractual amounts can be collected. .
Trade, other payables and taxes
The acquisition date fair value of the trade and other payables amounts to ($254.3 million, ₦389.6 billion). These payables relates to the trade
payables, retention from contractors payable upon contract completion, accrued expenses and other regulatory fees payable. It is expected that
the full contractual amounts will be settled.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Notes to the consolidated financial statements continued
Seplat Energy Plc
208
Annual Report and Accounts 2024
Right of use assets.
The Group measured the acquired lease liabilities using the present value of the remaining lease payments at the date of acquisition. The right-
of-use assets were measured at an amount equal to the lease liabilities and adjusted to reflect the favourable terms of the lease relative to
market terms. The weighted average incremental borrowing rate of Seplat Group - 9.66% was used to present value the expected future
cashflows.
Gain on bargain purchase arising from acquisition
The gain on bargain purchase of ($85.99 million, ₦127.2 billion) comprises the value of expected synergies arising from the acquisition and a right
to proved and unproved reserves, which was not previously recognised. The gain on bargain purchase recognised is not expected to be
deductible for income tax purposes.
Revenue and profit
From the date of acquisition, SEPNU contributed ($195.9 million, ₦289.8 billion) of revenue and ($16.7 million, ₦24.6 billion) to profit before tax from
continuing operations of the Group. If the combination had taken place at the beginning of the year, revenue from continuing operations would
have been ($1.9 billion, ₦2.9 trillion) and profit before tax from continuing operations for the Group would have been ($98.3 million, ₦145.5 billion).
Property, plant & equipment (PPE)
From the date of acquisition, SEPNU acquisition increased the Group’s PPE by ($1.9 billion, ₦2 .9 trillion). The PPE asset acquired includes
Production wells, NGL facilities, WIP capital construction, Production platform facilities and Pipeline gathering systems, Building, Motor vehicles,
Furniture, fittings and other equipment.
Inventories
From the date of acquisition, SEPNU acquisition increased the Group’s inventories by ($459.4 million, ₦699.3 billion). The inventories includes
Material and supplies such as casing, tubing, transformer, diffuser, cable, casing, lubricant, valve, etc and Crude/Petroleum products from the
fields.
Bank balances
Bank balances acquired relates to bank balances in various banks used by the acquiree as at the acquisition date. These balances also includes
restricted cash deposits set aside as required by law for the Host community Development Trust Fund (HCDTF) within the designated bank
accounts and pre-sale decommissioning and abandonment cash backed fund.
Retirement benefit obligation
This relates to the defined benefit plan for funded pension trust fund for employees at exit. The value has been determined in line with the
requirements of IAS 19 based on the values reported on the actuarial valuation reports.
Deferred tax liabilities
The deferred tax relates to timing differences arising from property, plant and equipment, inventory, annuities and pensions, miscellaneous items
and right of use asset. This also includes deferred tax impact of all acquiree’s asset and liabilities that has been fair valued in line with the
requirement of IFRS 3.
Provisions for decommissioning obligations
This relates to the provisions made for the abandonment and decommissioning of the oil facilities. The abandonment facilities consist of the wells
and the associated infrastructure.
Other provisions
This relates to estimated liabilities from the litigation and disputes on payee tax liabilities, end of contract provision for the temporary staff,
provision for spy police and provision for oil spill penalties.
Lease liabilities
The Lease liabilities relate to aircraft fleets rentals. The carrying amounts have been adjusted for the impact of IFRS 16.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
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Annual Report and Accounts 2024
7.1. Summary of acquisition
On 12 December 2024 Seplat acquired 100% of the issued share capital of Mobil Producing Nigeria Unlimited (“MPNU”) for a net purchase
consideration of $1.06 billion, ₦1.62 trillion. MPNU is an oil and gas exploration and production company that holds interests in various joint
ventures. The assets and liabilities acquired were valued as at the acquisition date – 12 December 2024. Details of the purchase considerations
and cash payable on acquisition are as follows:
Purchase Consideration
₦ million
$'000
Headline Purchase consideration
1,965,556 1,283,000
Less adjustments:
Adjustments per share purchase agreement
789,286
515,200
Lockedbox adjustments
(1,134,293) (740,400)
Adjusted Purchase Consideration
1,620,550 1,057,800
Cash consideration payable to the Seller
₦ million
$'000
Total consideration at closing
1,226,060
800,300
Deposit paid in February 2022
(196,096)
(128,000)
Balance payable at completion
1,029,964
672,300
To be funded as follows:
₦ million
$'000
Acquisition finance
459,600
300,000
Revolving credit facility
536,200
350,000
Cash
34,164
22,300
Balance payable at completion
1,029,964
672,300
Analysis of cash flows on acquisition:
₦ million
$'000
Purchase consideration
1,620,550 1,057,800
Less : Adjustments
Deferred amount
(394,490)
(257,500)
Cash consideration at completion
1,226,060
800,300
Cash deposits initially paid
(196,096)
(128,000)
Foreign exchange differences
(279,885)
—
Net payment to the seller
1,029,964
672,300
Less: Cash acquired
(279,885)
(182,693)
Net outflow of cash – investing activities
750,079
489,607
Adjustments of $0.52 billion, ₦797 billion per the share price agreement include purchase price interest payments of $464.1 million, ₦711 billion
Cash contributions of $67.3 million, ₦103.1 billion contingent payments $43.5m, less leakage adjustments of $59.7 million, ₦91.5 billion representing
refunds made as part of agreements in the Share Purchase Agreement (SPA).
Locked box adjustments are calculated as net cash amounts accrued since effective date 1st January 2021 and have been adjusted for interest
accrued in the lock box of $42.8 million, ₦65.6 billion including other adjustments of $1 million, ₦1.5 billion for the Exxon deep-water operations in
Nigeria.
Deferred payments of $257.5 million, ₦394.5 billion are sums agreed to be settled in December 2025 and relate to staff payments, Environment
costs, decommissioning obligations.
Cash at close represents cash balances held at MPNU at completion date and available to settle MPNU obligations including vendor and staff
payments.
The Company for the purpose of the acquisition drew down $350 million from the existing Revolving Credit Facility (RCF), $300 million from the
Advance Payment Facility (APF) and utilised existing cash resources of about $22.3 million.
Transactions costs of $30 million, ₦46 billion tied to the acquisition not included in the table above have been recognised in profit or loss as these
costs were incurred by Seplat for the acquisition. They include fees for lawyers, transaction advisers, brokers, IT & personnel costs. services
rendered as part of the operations readiness work amongst others.
Contingent consideration
In line with SPA, a contingent consideration capped at $300m over 5 years effective 2022 will be payable( from 2023 to 2027) if the average Brent
crude price exceeds $70/bbl and MPNU's working interest exceeds 60kboepd.
$43 million, ₦65.9 billion contingent payments have now been settled out of the $300m contingent payments representing payments from 2022
and 2023 due in 2023 and 2024 and as such been included in the final consideration of $800m, ₦1,226.1 billion. Payments for 2025 have been
assessed and no contingent considerations is due or payable for 2025 as conditions were not met. Future contingent payments for 2026 and
2027 will be assessed but as of date, based on current conditions, we do not expect to pay any material obligations arising from this.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Notes to the consolidated financial statements continued
Seplat Energy Plc
210
Annual Report and Accounts 2024
Post acquisition settlement reconciliation
The completion statements review between the Acquirer and the Sellers of MPNU will continue up until 31 March 2025. Within this period, the
parties will address instances of discrepancies in final settlements and to also review and finalise all assets and liabilities acquired relating to the
acquisition. See Note 44 for more details.
8. Revenue from contract with customers
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Crude oil sales
1,466,349
615,866
990,991
937,913
Gas sales
184,833
81,001
124,914
123,358
Natural gas liquid
389
–
263
–
1,651,571
696,867
1,116,168
1,061,271
The major off-takers for crude oil are Mercuria, Shell West, Chevron and Exxon. The major off-takers for gas are Geregu Power, Sapele Power,
Nigerian Gas Marketing Company and Azura. The major off-taker for natural gas liquid is ExxonMobil.
Included in the current period is Crude oil sales of $193 million, ₦285.6 billion Gas and Natural gas liquid sales of $3.4 million, ₦5 billion from
acquired business SEPNU.
9. Cost of Sales
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Royalties
216,047
120,408
146,009
183,372
Depletion, Depreciation and Amortisation
265,342
98,224
179,324
149,587
Crude handling fees
99,007
43,807
66,911
66,714
Nigeria Export Supervision Scheme (NESS) fee
1,039
705
702
1,074
Niger Delta Development Commission
16,156
8,578
10,918
13,064
Barging/Trucking
25,320
14,793
17,112
22,529
Operations & Maintenance Costs
318,562
61,019
215,294
92,935
941,472
347,534
636,270
529,275
Royalties dropped in 2024 due to the recovery of OML 53 JV partner share of royalties incurred on sale of crude to the WalterSmith Refinery
(WSR) between 2022 and 2024.
Depletion, Depreciation and Amortisation includes $11.1 million, ₦16.4 billion from acquired business SEPNU.
Operational & maintenance expenses relates mainly to maintenance costs, warehouse operations expenses, security expenses, community
expenses, clean-up costs, fuel supplies and catering services. Also included in operational and maintenance expenses is gas flare penalty of
$27.7 million, ₦40.9 billion (2023: $11.6 million, ₦7.6 billion). The significant increase in gas flare penalty is attributable to an upward of gas flare
penalty by the government.
Operations and maintenance expenses includes $75.8 million, ₦112.2 billion from acquired business SEPNU.
Barging and Trucking costs relates to costs on the OML 40 Gbetiokun field.
10. Other income/(loss)
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Underlift/(Overlifts)
15,583
(64,944)
10,531
(98,904)
Gain/(Loss) on foreign exchange
44,920
(18,040)
30,358
(27,470)
Loss on disposal of property, plant & equipment
(308)
–
(208)
–
Fair value loss on asset held for sales
(15,807)
–
(10,683)
–
Tariffs
6,076
2,547
4,106
3,879
Others
4,491
371
3,036
565
54,955
(80,066)
37,140
(121,930)
(Overlifts)/Underlifts are (surplus)/shortfalls of crude lifted (above)/below the share of production. It may exist when the crude oil lifted by the
Group during the period is (more)/less than its ownership share of production. The (surplus)/shortfall is initially measured at the market price of oil
at the date of lifting and recognised as other (loss)/income. At each reporting period, the (surplus)/shortfall is remeasured at the current market
value. The resulting change, as a result of the remeasurement, is also recognised in profit or loss as other (loss)/income.
Foreign exchange gain during the period was driven by the redenomination of overlift following agreements with our OML 53 JV Partner to net off
cash calls and overlift positions.
Tariffs which is a form of crude handling fee, relate to income generated from the use of the Group’s pipeline by others.
Others represents other income, joint venture billing interest and joint venture billing finance fees.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
211
Annual Report and Accounts 2024
As of 31 December 2024, the Company has classified certain non-current assets as held for sale. These assets primarily consist of Turnkey rigs
and accessories. The assets have been classified as held for sale following the decision by management to sell the assets. A buyer has been
secured for rigs with a deposit of $8.53 million,N12.6 billion received as of the reporting date and balance of the disposal consideration expected
with the next 12 months. The assets held for sale are measured at the disposal consideration which reflects the fair value less costs to sell. As of
31 December 2024, the carrying amount and fair value less costs to sell of the assets was $12.27 million, N18.8 billion with an impairment value of
$10.68 million,N16.4 billion.
11. Gain on bargain purchase
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Gain on bargain purchase from acquisition
127,230
—
85,985
—
127,230
—
85,985
—
Gain on bargain purchase relates to gain from the acquisition of Seplat Energy Producing Nigeria Unlimited (SEPNU). The gain is the excess of the
fair values of net asset acquired over the purchase consideration agreed. See Note 7 for more details.
12. General and administrative expenses
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Depreciation (Note 18.2)
8,375
2,679
5,660
4,081
Depreciation of right of use assets (Note 20)
11,469
2,705
7,751
4,119
Professional & Consulting Fees
70,992
30,023
47,978
45,721
Auditor's remuneration
2,203
630
1,489
959
Directors Emoluments (Execs)
5,665
2,076
3,828
3,162
Directors Emoluments (Non - Execs)
6,887
2,493
4,654
3,797
Employee benefits (Note 12.1)
79,804
30,489
53,933
46,432
Share-based benefits (Note 12.1)
30,211
7,717
20,417
11,751
Donation
163
392
110
597
Flights and other travel costs
13,470
5,142
9,105
7,820
Other general expenses
(11,396)
9,936
(7,702)
15,125
217,843
94,282
147,223
143,564
Directors’ emoluments have been split between executive and non-executive directors.
The increase in share-based benefits for the current period, compared to the previous period, is attributable to the increase in share price in
2024 relative to prior period.
Other general expenses include guest house rent of $1.34 million, ₦1,988.06 million (2023: $0.31 million, ₦204 million) of which the entity had
adopted IFRS 16 recognition exemption for short-term leases. Also contained in other general expenses is security expenses of $1.30 million,
₦1,927.19 million (2023: $1.1 million, ₦722 million), dues and subscription of $0.77 million, ₦1,144 million (2023: $0.73 million, ₦479 million), IT expenses
of $1.18 million, ₦1,742 million (2023: $0.41 million, ₦269 million), Contract labour expenses of $5.50 million, ₦8 billion (2023: $5.5 million, ₦3.6 billion),
($9.3 million, ₦13.76 billion) recovered from JV partners for the lease payment of office rental among others.
The other general expenses in the current reporting period is in credit due to accruals no longer required which was reversed during the period.
Professional and consulting fees increase in the current period is mainly due to professional fees associated with the MPNU transaction.
The increase in Employee benefits of $12 .4 million, ₦18.3 billion is driven by the acquisition of SEPNU from the date of control till the reporting date.
The increase in emoluments for Executive and Non-Executive Directors in the current period, in comparison to the prior period is attributed to exit
payments made to retired Executive and Non-Executive Directors included in 2024 results.
The increase in auditor’s remuneration is attributed to the acquisition of Mobil Producing Nigeria Unlimited (“MPNU”) that occurred during the year.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Notes to the consolidated financial statements continued
Seplat Energy Plc
212
Annual Report and Accounts 2024
12.1 Employee benefits - Salaries and employee related costs include the following:
31 Dec 2024
31 Dec 2023
31 Dec 2024
31 Dec 2023
₦ million
₦ million
$'000
$'000
Short term employee benefits:
Basic salary
55,384
19,325
37,430
29,431
Housing allowances
4,837
2,045
3,269
3,113
Other allowances
946
5,540
639
8,437
Post-employment benefits:
Defined contribution expenses
3,540
2,200
2,392
3,351
Defined benefit expenses (Note 36.2)
15,097
1,379
10,203
2,100
79,804
30,489
53,933
46,432
Other employee benefits:
Share based payment expenses (Note 30.4)
30,211
7,717
20,417
11,751
110,015
38,206
74,350
58,183
12.2 Below are details of non-audit services provided by the auditors:
Entity
Service
PwC office
Fees ($)
Year
Seplat Energy Plc
Remuneration committee advice
PwC UK
249,515
2024
Seplat Energy Plc
Reporting accountant services for the
acquisition of MPNU (project Apollo)
PwC UK and Nigeria
860,250
2024
12.3 Below are details of assurance service providers to the Group during the year:
S/N
Name of Signer
Name of firm
Service rendered
1
Tosin Famurewa
Ryder Scott Company
Reserve valuation
FRC/2023/PRO/COREN/004/983976
2
Alfie Gooch*
ERC Equipoise Limited
Reserve valuation
3
Chidiebere Orji
Logic Professional Service
Actuarial valuation service
(FRC/2021/004/00000022718)
(FRC/2025/COY/562144)
4
Miller Kingsley
Ernst & Young
Actuarial valuation service
(FRC/2012/NAS/00000002392)
(FRC/2023/COY/209403)
* The signers and firms do not have FRCN numbers.
The Financial Reporting Council On Nigeria (FRCN) has granted the Group a waiver which allows the underlisted professionals and professional
firms to provide assurance services to the Group and for their opinions to be used by the Group in the preparation of its annual reports and
audited financial statements for the period (Mr. Simon William McDonald of ERC Equipoise Limited, ERC Equipoise Limited, Ryder Scott Petroleum
Consultants).
13. Impairment loss
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Impairment losses on financial assets-net (Note 13.1)
15,640
8,310
10,570
12,656
15,640
8,310
10,570
12,656
13.1 Impairment reversal/(losses) on financial assets - net
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Impairment losses/(reversal) on:
NUIMS receivables
(1,126)
229
(761)
349
NEPL receivables
(2,473)
1,228
(1,671)
1,870
Trade receivables
(Geregu power, Sapele Power and NGMC)
14,137
2,140
9,554
3,259
Receivables from Joint Venture (ANOH)
(4,433)
3,768
(2,996)
5,738
Contract asset
(178)
56
(119)
86
Other receivables
9,711
889
6,563
1,354
Total impairment loss allowance
15,640
8,310
10,570
12,656
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
213
Annual Report and Accounts 2024
14. Fair value gain/(loss)
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Hedge premium expenses
(7,180)
(3,533)
(4,852)
(5,380)
Fair value (loss)/gain on derivatives (Note 27)
(3,694)
587
(2,497)
894
(10,874)
(2,946)
(7,349)
(4,486)
Fair value loss on derivatives represents changes in the fair value of hedging receivables charged to profit or loss.
15. Finance income/(cost)
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Finance Income
Interest income
19,525
6,277
13,196
9,559
Finance Charges
Interest on debt factoring
—
(391)
—
(595)
Interest on bank loan
(118,896)
(40,067)
(80,352)
(61,019)
Other financing charges
(4,089)
—
(2,763)
—
Interest on lease liabilities
(4,018)
(35)
(2,715)
(54)
Unwinding of discount on provision for decommissioning
(9,510)
(4,945)
(6,427)
(7,531)
(136,512)
(45,438)
(92,258)
(69,199)
Finance cost - net
(116,987)
(39,161)
(79,062)
(59,640)
Finance income represents interest on short-term fixed deposits.
The capitalisation rate used to determine the amount of borrowing costs to be capitalised is the weighted average interest rate applicable to the
Group’s general borrowings denominated in dollars during the year, in this case 10.4% (2023: 7.56%). The amount capitalised during the year is
($4 million, (₦5.9 billion) (2023: ₦10.7 billion, $16.3 million).
Interest on bank loans increased during the reporting period due to interest accrued and commitment fees from the two new loans of $350
million Revolving Credit Facility (RCF) and $300 million Advance Payment Facility (APF) drawn during the reporting period.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Notes to the consolidated financial statements continued
Seplat Energy Plc
214
Annual Report and Accounts 2024
16. Taxation
The major components of income tax expense for the years ended 31 December 2024 and 2023 are:
2024
2023
2024
2023
₦ million
₦ million
$’000
$’000
Current tax:
Current tax expense on profit for the year
276,427
45,949
186,816
69,977
Education Tax
9,215
8,968
6,228
13,658
NASENI Levy
906
321
612
489
Police Levy
13
4
9
6
Total current tax
286,561
55,242
193,665
84,130
Deferred tax:
Deferred tax expense in profit or loss (Note 16.3)
60,615
(11,032)
40,965
(16,801)
Total tax expense in statement of profit or loss
347,176
44,210
234,630
67,329
Deferred tax recognised in other comprehensive income (Note 16.3)
(1,685)
(183)
(1,139)
(279)
Total tax charged for the period
345,491
44,027
233,491
67,050
Effective tax rate
62 %
35 %
62 %
35 %
16.1 Reconciliation of effective tax rate
The Income tax expense is recognised based on management’s estimate of the weighted average effective annual income tax rate expected for
the full financial year. The annual tax rate used for the year ended 31 December 2024 is 85% for crude oil activities and 30% for gas activities. As
at 31 December 2023, the applicable tax rate was 85% and 30% respectively.
The effective tax rate for the period was 62% (2023: 35%).
A reconciliation between income tax expense and accounting profit before income tax multiplied by the applicable statutory tax rate is as follows:
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Profit before taxation
561,423
125,540
379,420
191,201
Tax rate of 85% and 30%
276,465
91,418
186,841
139,222
Tax effect of amounts which are not deductible (taxable) in calculating taxable income:
Income not subject to tax
(362,116)
(57,423) (244,726)
(87,450)
Expenses not deductible for tax purposes
422,693
922
285,665
1,404
Education tax
9,215
8,968
6,228
13,658
NASENI Levy
906
321
612
489
Police Levy
13
4
9
6
Total tax charge in statement of profit or loss
347,176
44,210
234,629
67,329
16.2 Current tax liabilities
The movement in the current tax liabilities is as follows:
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
As at 1 January 2024
70,653
25,268
78,557
56,512
Tax charge
286,561
55,242
193,664
84,130
Tax paid
(100,671)
(40,767)
(68,036)
(62,085)
Acquired from business combination
(116,916)
—
(76,316)
—
Exchange difference
56,694
30,910
—
—
As at 31 December 2024
196,321
70,653
127,869
78,557
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
215
Annual Report and Accounts 2024
16.3 Deferred tax
The analysis of deferred tax assets and deferred tax liabilities is as follows:
Balance as at
31 December
2023
(Charged) /
credited to
profit or loss
Credited to
other
comprehensi
ve income
Exchange
difference
Impact of net
off
Acquired in
Business
combination
Balance as at
31 December
2024
₦ million
₦ million
₦ million
₦ million
₦ million
₦ million
₦ million
Deferred tax assets (Note 16.4)
261,529
(58,074)
1,685
181,565
(32,752)
—
353,954
Deferred tax liabilities (Note 16.5)
(88,381)
(2,540)
—
(64,590)
32,751 (1,492,917) (1,615,677)
173,148
(60,615)
1,685
116,976
(1) (1,492,917) (1,261,723)
Balance as at
31 December
2023
(Charged) /
credited to
profit or loss
Credited to
other
comprehensi
ve income
Impact of net
off
Acquired in
Business
combination
Balance as at
31 December
2024
$'000
$'000
$'000
$'000
$'000
$'000
Deferred tax assets (Note 16.4)
290,784
(39,248)
1,139
(22,134)
—
230,541
Deferred tax liabilities (Note 16.5)
(98,267)
(1,717)
—
22,134 (974,492) (1,052,339)
192,517
(40,965)
1,139
(1) (974,492)
(821,798)
16.4 Deferred tax assets
Deferred income tax assets are recognised for tax losses carried forward to the extent that the realisation of the related tax benefit through future
taxable profits is probable.
Balance as at
1 January
2024
(Charged) /
credited to
profit or loss
Credited to
other
comprehensive
income
Impact of net
off
Exchange
difference
Balance as at
31 December
2024
₦ million
₦ million
₦ million
₦ million
₦ million
₦ million
Accelerated capital deduction
241,614
(13,841)
—
(32,751)
169,085
364,107
Provision for abandonment
26,315
(15,213)
—
—
18,033
29,135
Provision for defined benefit
771
(1,203)
—
—
501
69
Overlift
71,450
(113,718)
—
—
46,241
3,973
Unrealised foreign exchange loss
12,424
(69,377)
—
6,173
(50,780)
Defined benefits
1,154
(3,585)
1,685
—
746
—
Impairment provision on financial assets
4,991
(1,031)
—
—
3,490
7,450
Leases
(24,517)
40,333
—
—
(15,816)
—
Property, plant and equipments
(72,674)
119,563
—
—
(46,889)
—
261,528
(58,073)
1,685
(32,751)
181,565
353,954
Balance as at
1 January
2024
(Charged) /
credited to
profit or loss
Credited to
other
comprehensive
income
Impact of net
off
Balance as at
31 December
2024
$'000
$'000
$'000
$'000
$'000
Accelerated capital deduction
268,641
(9,354)
—
(22,134)
237,153
Provision for abandonment
29,258
(10,281)
—
—
18,977
Provision for defined benefit
858
(813)
—
—
45
Overlift
79,441
(76,853)
—
—
2,588
Unrealised foreign exchange loss
13,813
(46,887)
—
—
(33,074)
Defined benefits
1,284
(2,423)
1,139
—
—
Impairment provision on financial assets
5,549
(697)
—
—
4,852
Leases
(27,258)
27,258
—
—
—
Property, plant and equipments
(80,803)
80,803
—
—
290,783
(39,247)
1,139
(22,134)
230,541
* Other temporary differences include provision for defined benefit, provision for abandonment, share equity reserve.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Notes to the consolidated financial statements continued
Seplat Energy Plc
216
Annual Report and Accounts 2024
16.5 Deferred tax liabilities
Deferred tax liabilities are recognised for amounts of income taxes payable in future periods in respect of taxable temporary difference.
Balance as at
1 January
2024
(Charged) /
credited to
profit or loss
Acquired in
Business
combination
Impact of net
off
Exchange
difference
Balance as at
31 December
2024
₦ million
₦ million
₦ million
₦ million
₦ million
₦ million
Provision for abandonment
3,826
17,079
569,126
—
4,580
594,611
Provision for defined benefit
4,971
141,154
60,850
—
8,954
215,929
Share based payment plan
30,020
24,905
—
—
22,162
77,087
Unrealised foreign exchange loss
40,331
32,498
—
—
29,739
102,568
Overlift
39,169
226,452
(172,895)
—
35,835
128,561
Expected credit loss
103,626
10,441
—
—
73,663
187,730
Property, plant and equipment
(295,988)
(177,279) (1,970,756)
32,751 (218,969) (2,630,260)
Defined benefits
(13,414)
(113,718)
—
—
(13,760) (140,892)
Hedging gain
(999)
4,989
—
—
(519)
3,471
Deferred tax liabilities on defined benefit remeasurement
251
(1,031)
—
—
139
(641)
Unrealised forex
(174)
(7,707)
—
—
(516)
(8,397)
Right of Use assets
9,019
9,019
Lease Liability
(25,301)
(746)
(953)
(27,000)
Contract based identifiable intangible asset on acquisition
(57,476)
(57,476)
Others
(135,020)
69,953
(4,939)
(70,006)
(88,381)
(2,538) (1,492,925)
32,751
(64,584) (1,615,677)
Balance as at
1 January
2024
(Charged) /
credited to
profit or loss
Acquired in
Business
combination
(Note 7)
Impact of net
off
Balance as at
31 December
2024
$'000
$'000
$'000
$'000
$'000
Provision for abandonment
4,254
11,542
371,492
—
387,288
Provision for defined benefit
5,527
95,395
39,719
—
140,641
Share based payment plan
33,378
16,831
—
—
50,209
Unrealised foreign exchange loss
44,843
21,963
—
—
66,806
Overlift
43,550
153,041
(112,855)
—
83,736
Expected credit loss
115,218
7,057
—
—
122,275
Property, plant and equipment
(329,098)
(119,809) (1,286,394)
22,134 (1,713,167)
Defined benefits
(14,914)
(76,853)
—
—
(91,767)
Hedging gain
(1,111)
3,371
—
—
2,260
Deferred tax liabilities on defined benefit remeasurement
279
(697)
—
—
(418)
Unrealised forex
(193)
(5,209)
—
—
(5,402)
Right of Use assets
—
—
5,887
—
5,887
Lease Liability
—
(17,099)
(487)
—
(17,586)
Contract based identifiable intangible asset on acquisition
—
—
(37,517)
—
(37,517)
Others
—
(91,250)
45,661
—
(45,589)
(98,267)
(1,717) (974,494)
22,134 (1,052,339)
16.6 Unrecognised deferred tax assets
There were no temporary differences associated with investments in the Group’s subsidiaries for which a deferred tax asset would have been
recognised in the periods presented.
16.7 Unrecognised deferred tax liabilities
There were no temporary differences associated with investments in the Group’s subsidiaries for which a deferred tax liability would have been
recognised in the periods presented.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
217
Annual Report and Accounts 2024
17. Computation of cash generated from operations
2024
2023
2024
2023
Notes
₦ million
₦ million
$'000
$'000
Profit before tax
561,423
125,540
379,421
191,201
Adjusted for:
Depletion, depreciation and amortisation
18.4 290,300
107,186
196,191
163,235
Depreciation of right-of-use asset
20
11,469
2,705
7,751
4,119
Impairment losses on financial assets
13.1
15,640
8,310
10,570
12,656
Gain on bargain purchase
11
(127,230)
—
(85,985)
—
Loss on disposal of other property, plant and equipment
18.3.1
308
—
208
—
Fair value on asset held for sale
15,807
—
10,683
—
Interest income
15
(19,525)
(6,277)
(13,196)
(9,559)
Interest expense on bank loans
33
118,896
40,067
80,352
61,019
Interest expense on debt factoring
15
—
(391)
—
595
Interest on lease liabilities
34
4,018
35
2,715
54
Unwinding of discount on provision for decommissioning
35
9,510
4,945
6,427
7,531
Unrealised fair value loss/(gain) on derivatives financial instrument
14
5,531
(587)
3,738
(894)
*Realised fair value (gain)/ loss on derivatives
14
5,344
3,772
3,611
5,745
Unrealised foreign exchange (gain)/loss
10
(44,920)
18,038
(30,358)
27,470
Share based payment expenses
30.4
30,211
7,716
20,417
11,751
Share of (loss)/ profit from joint venture
23.3.2
(30,483)
(972)
(20,601)
(1,481)
Defined benefit plan
36.2
35,930
1,379
24,283
2,100
Changes in working capital: (excluding the effects of exchange differences)
Trade and other receivables
(289,852)
(32,127) (195,888)
(48,928)
Inventories
52,893
1,955
35,746
2,978
Prepayments
(18,896)
3,917
(12,770)
5,965
Contract assets
(10,966)
(498)
(7,411)
(759)
Trade and other payables
(47,997)
55,857
(32,437)
85,066
Provisions
47
—
32
—
Net cash from operating activities
567,459
340,570 383,500
519,864
* Realised fair value loss on derivatives relates to premium accrued of $0.2 million, ₦322 million (see note 27) and hedge premium expenses of $4.9 million, ₦7.2 billion (see note 14) for the period.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Notes to the consolidated financial statements continued
Seplat Energy Plc
218
Annual Report and Accounts 2024
18. Property, plant and equipment
18.1 Oil and gas properties
Cost
Production
and
field facilities
Assets under
construction
Exploration
and
Evaluation
assets
Total
₦ million
₦ million
₦ million
₦ million
At 1 January 2024
2,023,318
468,170
54,368 2,545,856
Additions
—
362,815
—
362,815
Transfer
472,259
(472,259)
—
—
Changes in decommissioning (Note 35)
(121,156)
—
—
(121,156)
Interest capitalized (Note 33.1)
—
5,985
—
5,985
Reclassification to intangible assets
(79,632)
40,354
—
(39,278)
Acquired in business combination (note 7)
2,319,787
260,507
— 2,580,294
Exchange differences
1,445,850
329,217
38,442
1,813,509
At 31 December 2024
6,060,426
994,789
92,810 7,148,025
Depreciation
At 1 January 2024
1,053,338
27,164
— 1,080,502
Charge for the year
265,342
—
—
265,342
Reclassification to intangible assets
—
(44,691)
—
(44,691)
Exchange differences
754,754
17,527
—
772,281
At 31 December 2024
2,073,434
—
— 2,073,434
NBV
At 31 December 2024
3,986,992
994,789
92,810 5,074,591
Additions of ₦362.8 billion to oil and gas properties during the year comprises of cash addition of ₦297.5 billion and accruals of ₦65.3 billion.
Production
and
field facilities
Assets under
construction
Exploration
and
Evaluation
assets
Total
Cost
₦ million
₦ million
₦ million
₦ million
At 1 January 2023
994,075
177,013
27,029
1,198,117
Additions
25,867
91,671
—
117,538
Transfer
42,280
(42,280)
—
—
Changes in decommissioning (Note 35)
(46,448)
—
—
(46,448)
Interest capitalized (Note 30.1)
—
10,675
—
10,675
Reclassifications
(4,355)
4,355
—
—
Reclassification from intangible assets
—
17,431
—
17,431
Exchange differences
1,011,898
209,305
27,339 1,248,542
At 31 December 2023
2,023,318
468,170
54,368 2,545,856
Depreciation
At 1 January 2023
456,778
—
—
456,778
Charge for the year
98,224
—
—
98,224
Reclassification from intangible assets
—
19,833
—
19,833
Exchange differences
498,336
7,331
—
505,667
At 31 December 2023
1,053,338
27,164
— 1,080,502
NBV
At 31 December 2023
969,980
441,006
54,368 1,465,354
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
219
Annual Report and Accounts 2024
Production
and
field facilities
Assets under
construction
Exploration
and
Evaluation
assets
Total
Cost
$’000
$’000
$’000
$’000
At 1 January 2024
2,249,650
520,540
60,450 2,830,640
Additions
—
245,198
—
245,198
Transfer
319,163
(319,163)
—
—
Changes in decommissioning (Note 35)
(81,880)
—
—
(81,880)
Interest capitalized (Note 33.1)
—
4,045
—
4,045
Reclassification to intangible assets
(53,817)
27,272
—
(26,545)
Acquired in business combination (note 7)
1,514,221
170,044
— 1,684,265
At 31 December 2024
3,947,337
647,936
60,450 4,655,723
Depreciation
At 1 January 2024
1,171,166
30,203
— 1,201,369
Charge for the year
179,324
—
—
179,324
Reclassification to intangible assets
—
(30,203)
—
(30,203)
At 31 December 2024
1,350,490
—
— 1,350,490
NBV
At 31 December 2024
2,596,847
647,936
60,450 3,305,233
Additions of $245.2 million to oil and gas properties during the year comprises of cash addition of $202.6 million and accruals of $42.6 million.
Production
and field
facilities
Assets under
construction
Exploration &
Evaluation
assets
Total
Cost
$'000
$'000
$'000
$'000
At 1 January 2023
2,223,236
395,886
60,450 2,679,572
Additions
39,393
139,609
—
179,002
Transfer
64,389
(64,389)
—
—
Changes in decommissioning (Note 35)
(70,736)
—
—
(70,736)
Interest capitalized (Note 30.1)
—
16,256
—
16,256
Reclassifications
(6,632)
6,632
—
—
Reclassification from intangible assets
26,546
—
26,546
At 31 December 2023
2,249,650
520,540
60,450 2,830,640
Depreciation
At 1 January 2023
1,021,579
—
—
1,021,579
Charge for the year
149,587
—
—
149,587
Reclassification from intangible assets
—
30,203
—
30,203
At 31 December 2023
1,171,166
30,203
—
1,201,369
NBV
At 31 December 2023
1,078,484
490,337
60,450
1,629,271
Assets under construction represent costs capitalised in connection with the development of the Group’s oil fields and other property, plant and
equipment not yet ready for their intended use. Some of which are qualifying assets that take a substantial period to get ready for its intended
use. A capitalisation rate of 10.4% (2023: 7.56%) has been determined and applied to the Group’s general borrowing to determine the borrowing
cost capitalised as part of the qualifying assets.
* Transfers within the Oil and Gas assets relates to completed projects, previously under development moved to production and field facilities.
Borrowing costs capitalised during the year amounted to ₦5.99 billion, $4.05 million (2023: ₦10.7 billion, $16.3 million). There was no oil and gas
property pledged as security during the reporting period.
Impairment testing
There was no impairment loss recorded for OMLs 4, 38 and 41; OML 40; OML 53; OML 56; OMLs 67, 68, and 70; and OML 104 as there was no
observable impairment trigger during the year ended (2023: nil).
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Notes to the consolidated financial statements continued
Seplat Energy Plc
220
Annual Report and Accounts 2024
18.2 Other property, plant and equipment
Plant &
machinery
Motor
vehicles
Office furniture
& IT
equipment
Leasehold
improvements
Land
Building
Total
Cost
₦ million
₦ million
₦ million
₦ million
₦ million
₦ million
₦ million
At 1 January 2024
35,351
9,120
23,638
5,964
60
3,499
77,632
Transfer to held for sale
(28,783)
—
—
—
—
—
(28,783)
Additions
1,247
809
3,886
2,329
—
—
8,271
Disposals
—
(573)
—
—
—
—
(573)
Acquired in business combination (note 7)
243,455
196
1,161
—
—
87,396
332,208
Exchange differences
24,488
6,456
16,864
4,306
44
2,663
54,821
At 31 December 2024
275,759
16,009
45,549
12,599
104
93,558
443,578
Depreciation
At 1 January 2024
18,340
7,032
20,892
4,995
—
629
51,888
Charge for the year
3,812
1,453
2,102
774
—
234
8,375
Disposal
—
(253)
—
—
—
—
(253)
Exchange differences
13,112
5,016
14,852
3,562
—
453
36,995
At 31 December 2024
35,263
13,248
37,845
9,331
—
1,317
97,004
NBV
At 31 December 2024
240,496
2,761
7,704
3,268
104
92,241
346,573
Cost
At 1 January 2023
17,294
4,324
10,567
2,771
30
1,740
36,726
Additions
412
800
1,740
286
—
—
3,238
Disposals
—
(491)
—
—
—
—
(491)
Exchange differences
17,645
4,487
11,331
2,907
30
1,759
38,159
At 31 December 2023
35,351
9,120
23,638
5,964
60
3,499
77,632
Depreciation
At 1 January 2023
9,062
3,189
9,524
2,288
—
242
24,305
Charge for the year
81
941
1,266
287
—
104
2,679
Disposal
—
(491)
—
—
—
—
(491)
Exchange differences
9,197
3,393
10,102
2,420
—
283
25,394
At 31 December 2023
18,340
7,032
20,892
4,995
—
629
51,888
NBV
At 31 December 2023
17,011
2,088
2,746
969
60
2,870
25,744
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
221
Annual Report and Accounts 2024
Plant &
machinery
Motor
vehicles
Office furniture
& IT
equipment
Leasehold
improvements
Land
Building
Total
Cost
$’000
$’000
$’000
$’000
$’000
$’000
$’000
At 1 January 2024
39,306
10,139
26,282
6,632
68
3,890
86,317
Transfer to held for sale
(19,452)
—
—
—
—
—
(19,452)
Additions
843
547
2,626
1,575
—
—
5,591
Disposals
—
(387)
—
—
—
—
(387)
Acquired in business combination (note 7)
158,913
128
758
—
—
57,047
216,846
At 31 December 2024
179,610
10,427
29,666
8,207
68
60,937
288,915
Depreciation
At 1 January 2024
20,392
7,818
23,229
5,554
—
699
57,692
Charge for the year
2,576
982
1,421
523
—
158
5,660
Disposal
—
(171)
—
—
—
—
(171)
At 31 December 2024
22,968
8,629
24,650
6,077
—
857
63,181
NBV
At 31 December 2024
156,642
1,798
5,016
2,130
68
60,080
225,734
Cost
At 1 January 2023
38,678
9,669
23,632
6,196
68
3,890
82,133
Additions
628
1,217
2,650
436
—
—
4,931
Disposals
—
(747)
—
—
—
—
(747)
At 31 December 2023
39,306
10,139
26,282
6,632
68
3,890
86,317
Depreciation
At 1 January 2023
20,268
7,133
21,301
5,116
—
541
54,359
Charge for the year
125
1,432
1,928
438
—
158
4,081
Disposal
—
(747)
—
—
—
—
(747)
At 31 December 2023
20,393
7,818
23,229
5,554
—
699
57,693
NBV
At 31 December 2023
18,913
2,321
3,053
1,078
68
3,191
28,624
18.3 Loss on disposal
18.3.1 Loss on disposal of other property, plant and equipment
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Proceeds from disposal of assets
12
—
8
—
Less net book value of disposed assets
(332)
—
(216)
—
Loss on disposal of motor vehicles
(319)
—
(208)
—
18.4 Depletion, depreciation and amortisation
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Oil and gas properties (Note 18.1)
265,342
98,224
179,324
149,587
Amortisation of intangible asset (Note 21)
16,583
6,282
11,207
9,567
Charged to cost of sales
281,925
104,506
190,531
159,154
Other property, plant and equipment charged to general and administrative expense
(Note 18.2)
8,375
2,679
5,660
4,081
Right of use assets (Note 20)
11,469
2,705
7,751
4,119
Total depletion, depreciation and amortisation
301,768
109,890
203,942
167,354
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Notes to the consolidated financial statements continued
Seplat Energy Plc
222
Annual Report and Accounts 2024
19. Other assets
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Fair value at the beginning of the year
91,478
45,478
101,711
101,711
Receipts from crude oil lifted
(16,122)
—
(10,896)
—
Exchange Difference
64,075
46,000
—
—
Fair value at the end of the year
139,431
91,478
90,815
101,711
Other assets represent the Group’s rights to receive the discharge sum of $179.02 million, ₦274.85 billion (2023: $190million, ₦170.88 billion), from
the crude oil reserves of OML 55. The asset is measured at fair value through profit or loss (FVTPL) and receipts from crude oil lifted reduce the
value of the asset. At each reporting date, the fair value of the discharge sum is determined using the income approach in line with IFRS 13: Fair
Value Measurement (discounted cash flow). This asset is categorised within Level 3 of the fair value hierarchy amounting to $107 million (2023:
$142.4 million).
A further increase/(decrease) in the discount rate of 15% used in the model would result in the following:
Fair value
Impact on
profit or loss
Percentage
$'000
$'000
+2%
103,063
(3,928)
-2%
111,234
4,243
20. Right of use assets
2024
2023
2024
2023
Cost
₦ million
₦ million
$'000
$'000
At 1 January
20,513
8,166
22,809
20,941
Additions during the year (Note 34)
89,665
1,227
60,597
1,868
Acquired in business combination (Note 7)
114,212
—
74,551
—
Exchange differences
18,125
11,120
—
—
At 31 December
242,515
20,513
157,957
22,809
Depreciation
—
—
At 1 January
18,567
6,192
20,645
16,526
Charge for the period
11,469
2,705
7,751
4,119
Exchange difference
13,561
9,670
At 31 December
43,597
18,567
28,396
20,645
NBV
At 31 December
198,918
1,946
129,561
2,164
The Group entered into lease extension agreements for the office buildings in Lagos and Aberdeen and a new lease agreement for the London
office recognized at the gross amounts of the lease contracts.
The addition reflects the recognition of the new leases entered during the period at the gross amounts of the contracts. The new leases relates
to Temple office, Penthouse, WTC Abuja leases, London office, Aberdeen office leases and SEPNU lease renewal.
There is no restriction on any of the leased assets.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
223
Annual Report and Accounts 2024
21. Intangible assets
Licence
Total
Licence
Total
Cost
₦ million
₦ million
$’000
$'000
At 1 January 2024
118,110
118,110
131,322
131,322
Additions
3,449
3,449
2,331
2,331
Identifiable intangible asset acquired in business combination (note 7)
220,081
220,081
143,656
143,656
Reclassification from oil and gas assets
(5,226)
(5,226)
(3,532)
(3,532)
Exchange difference
83,921
83,921
—
—
At 31 December 2024
420,335
420,335
273,777
273,777
Amortisation and impairment
At 1 January 2024
11,527
11,527
12,816
12,816
Amortisation
16,583
16,583
11,207
11,207
Reclassification from oil and gas assets
188
188
127
127
Exchange difference
8,780
8,780
—
—
At 31 December 2024
37,078
37,078
24,150
24,150
NBV
At 31 December 2024
383,257
383,257
249,627
249,627
Licence
Total
Licence
Total
Cost
₦ million
₦ million
$’000
$'000
At 1 January 2023
70,588
70,588
157,868
157,868
Reclassification to oil and gas property - AUC
(17,431)
(17,431)
(26,546)
(26,546)
Exchange difference
64,953
64,953
—
—
At 31 December 2023
118,110
118,110
131,322
131,322
Amortisation and impairment
At 1 January 2023
14,958
14,958
33,453
33,453
Reclassification to oil and gas property
(19,833)
(19,833)
(30,204)
(30,204)
Amortisation charge
6,282
6,282
9,567
9,567
Exchange difference
10,120
10,120
—
—
At 31 December 2023
11,527
11,527
12,816
12,816
NBV
At 31 December 2023
106,583
106,583
118,506
118,506
License relates to costs incurred in connection with the renewal of a right for exploration of an oil mining lease field. See Note (iii) supplementary
financial information for the remaining amortisation period on the licences.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Notes to the consolidated financial statements continued
Seplat Energy Plc
224
Annual Report and Accounts 2024
22. Prepayments
2024
2023
2024
2023
Non current
₦ million
₦ million
$'000
$'000
Advances to suppliers
48,018
37,978
31,276
42,227
48,018
37,978
31,276
42,227
Current
Rent
4,339
4,797
2,826
5,334
Other prepayments
48,257
4,679
31,431
5,202
52,596
9,476
34,257
10,536
100,614
47,454
65,533
52,763
22.1 Rent
Rent relates to short-term leases of residential buildings, car parks and office buildings with contractual lease term of less than or equal to 12
months. At the end of the reporting period, rental expense $0.1 million, ₦177 million (2023: $0.31 million, ₦279 million) was recognised within
general and administrative expenses for these leases. The Group’s payment for short-term lease commitments at the end of the reporting period
are ₦4.3 billion, $2.8 million (2023: ₦4.7 billion, $5.3 million).
22.2 Advances to suppliers
Advances to suppliers relate to a milestone payment made to finance the construction of the Amukpe Escravos Pipeline Project and other related
facilities. The project has been completed and recoveries have commenced. At the end of the reporting period, the outstanding amount net of
recoveries is ₦48.0 billion, $31.3 million, (2023: ₦37.9 billion, $42.2 million).
22.3 Other prepayments
Included in other prepayments are prepaid service charge expenses for office buildings, health insurance, software license maintenance, motor
insurance premium and crude oil handling fees. These prepaid expenses are short term in nature
23. Interest in other entities
23.1 Material subsidiaries
The Group’s principal subsidiaries as at 31 December 2024 are set in Note 1. Unless otherwise stated, their share capital consists solely of ordinary
shares that are held directly by the Group, and the proportion of ownership interests held equals the voting rights held by the Group. The country
of incorporation or registration is also their principal place of business. The Group exercised significant judgement in consolidating Elcrest. Please
see Note 4.1 for details. Also, there were no significant restrictions on any of the entities.
23.2 Non-controlling interest (NCI)
Summarised financial information in respect of Elcrest Exploration and Production Nigeria Limited which has a material non-controlling interest is
set out below.
The information disclosed reflects amounts presented in the financial statements of the subsidiary amended to reflect fair value adjustments
made by the Group, and modifications for differences in accounting policy during the business combination.
23.2.1 Statement of financial position
As at 31
December
2024
As at 31
December
2023
As at 31
December
2024
As at 31
December
2023
₦ million
₦ million
$'000
$'000
Current assets
227,720
207,373
163,923
222,142
Current liabilities
(1,056,848)
(679,436) (688,625)
(751,040)
Current net liabilities
(829,128)
(472,063) (524,702)
(528,898)
Non-current assets
936,864
564,185
610,205
627,298
Non-current liabilities
(87,505)
(48,867)
(56,995)
(54,333)
Non-current net assets
849,359
515,318
553,210
572,965
Net assets
20,231
43,255
28,508
44,067
Accumulated NCI at 55%
11,127
23,790
15,679
24,237
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
225
Annual Report and Accounts 2024
23.2.2 Statement of profit or loss and other comprehensive income
As at 31
December
2024
As at 31
December
2023
As at 31
December
2024
As at 31
December
2023
₦ million
₦ million
$'000
$'000
Revenue
460,395
217,016
311,145
330,499
Cost of sales
(349,992)
(132,217) (236,532)
(201,357)
Operating expenses
(13,818)
(4,918)
(9,339)
(7,490)
Finance income/(cost)
(27,219)
(38,905)
(18,395)
(59,249)
Profit before tax
69,366
40,976
46,879
62,403
Income tax (charge)/ credit
(92,389)
7,667
(62,439)
11,674
(Loss)/profit for the year
(23,023)
48,643
(15,560)
74,077
Total comprehensive (loss)/ income
(23,023)
48,643
(15,560)
74,077
23.2.3 Statement of cash flows
As at 31
December
2024
As at 31
December
2023
As at 31
December
2024
As at 31
December
2023
₦ million
₦ million
$'000
$'000
Operating activities
253,762
316,760
171,498
482,403
Investing activities
(130,025)
(3,556)
(84,689)
(3,954)
Financing activities
(147,819)
(460,589)
(99,899)
(512,113)
23.3.2 Equity-accounted investment
As at 31
December
2024
As at 31
December
2023
As at 31
December
2024
As at 31
December
2023
₦ million
₦ million
$'000
$'000
Investment in joint venture Anoh gas (note 23.3.1)
374,593
200,909
243,984
223,383
*Investment in joint venture (Pine Gas)
48
28
31
31
374,641
200,937
244,015
223,414
The amount recognised as investment in Pine Gas relates to incorporation cost and other legal fees.
23.3.1 Interest in joint ventures
The shareholders agreement between the Group and Nigerian Gas Processing and Transportation Company (NGPTC) requires both parties to
have equal shareholding in ANOH. For the ownership structure, the Group has assessed its retained interest in ANOH and determined that it has
joint control. The Group's interest in ANOH is accounted for in the consolidated financial statements using the equity method because the Group
interest in ANOH (Joint venture) is assessed to be a joint venture.
Set below is the information on the material joint venture of the Group, ANOH. The Company has share capital consisting solely of ordinary
shares, which are held directly by the Group. The country of incorporation or registration is also its principal place of business, and the proportion
of ownership interest is the same as the proportion of voting rights held. The Company is a private entity hence no quoted price is available.
As at the reporting date, Pine Gas Processing Limited is yet to commence operations.
As at the reporting period, the Group had no capital commitment neither had it incurred any contingent liabilities jointly with its joint venture
partner.
Name of entity
Country of
incorporation
and place of
business
Percentage of
ownership interest
Carrying amount
As at 31
December
2024
As at 31
December
2023
As at 31
December
2024
As at 31
December
2023
As at 31
December
2024
As at 31
December
2023
%
%
₦ million
₦ million
$'000
$'000
ANOH Gas Processing Company Limited
Nigeria
50
50
374,593
200,909
243,984
223,383
Pine Gas Processing Limited
Nigeria
50
50
48
28
31
31
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Notes to the consolidated financial statements continued
Seplat Energy Plc
226
Annual Report and Accounts 2024
23.3.1.1 Summarised statement of financial position of ANOH
As at 31
December
2024
As at 31
December
2023
As at 31
December
2024
As at 31
December
2023
₦ million
₦ million
$'000
$'000
Current assets:
Cash and bank balances
29,013
40,443
18,897
44,967
Other current assets
91
193
59
215
Total current assets
29,104
40,636
18,956
45,182
Non-current assets
1,200,259
618,996
781,765
688,240
Total assets
1,229,363
659,632
800,721
733,422
Current liabilities:
Other current liabilities
(21,840)
(7,554)
(14,225)
(8,399)
Non-current liabilities
—
Financial liabilities (excluding trade payables)
(458,336)
(250,260) (298,528)
(278,257)
Total liabilities
(480,176)
(257,814)
(312,753)
(286,656)
Net assets
749,186
401,818
487,968
446,766
Reconciliation to carrying amount:
As at 31
December
2024
As at 31
December
2023
As at 31
December
2024
As at 31
December
2023
₦ million
₦ million
$'000
$'000
Opening net assets
401,820
198,438
446,766
443,804
Profit for the period
60,966
1,945
41,202
2,962
Exchange difference
286,400
193,459
—
—
Closing net assets
749,186
401,818
487,968
446,766
Group's share (%)
50 %
50 %
50 %
50 %
Net asset in group account
374,593
200,909
243,984
223,383
Carrying amount
374,593
200,909
243,984
223,383
23.3.1.2 Summarised statement of profit or loss and other comprehensive income of ANOH
As at 31
December
2024
As at 31
December
2023
As at 31
December
2024
As at 31
December
2023
₦ million
₦ million
$'000
$'000
General and administrative
–
(753)
—
(1,147)
Depreciation and amortisation
(2,156)
(842)
(1,457)
(1,283)
Other income
61,192
2,399
41,355
3,654
Finance income
1,930
1,190
1,304
1,813
Profit before taxation
60,966
1,994
41,202
3,037
Taxation
–
(49)
—
(75)
Profit for the year
60,966
1,945
41,202
2,962
Group's share (%)
50 %
50 %
50 %
50 %
Group's share of profit for the year
30,482
972
20,601
1,481
23.3.1.3 Investment in joint venture
As at 31
December
2024
As at 31
December
2023
As at 31
December
2024
As at 31
December
2023
₦ million
₦ million
$'000
$'000
Opening balance
200,909
99,219
223,383
221,902
Exchange difference
143,201
100,718
—
—
Share of profit from joint venture accounted for using equity method
30,483
972
20,601
1,481
374,593
200,909
243,984
223,383
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
227
Annual Report and Accounts 2024
24. Inventories
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Tubular, casing and wellheads
463,250
47,154
301,729
52,428
Crude and petroleum products
262,315
—
170,854
—
725,565
47,154
472,582
52,428
Inventory includes the value of tubulars, casings, material, supplies ,wellheads, crude and petroleum. The inventory is carried at the lower of cost
and net realisable value. There is no Inventory charged to profit or loss and included in cost of sales during the year (2023: nil).
Included in inventory is $459.4 million, ₦699.3 billion from business combination. This is made of material, supplies of $252 million, ₦386 billion and
crude/petroleum products of $207.4 million, ₦317.7 billion from the fields stored in tanks for future sale (see Note 7). As at year end, the value of
the made of material, supplies from SEPNU has increased to $256 million, ₦393 billion, while the crude supplies has reduce to $40.8 million,
₦62 .6 billion
25. Trade and other receivables
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Trade receivables (Note 25.1)
534,917
92,741
348,407
103,117
NEPL receivables (Note 25.2)
63,615
112,054
41,434
124,588
NUIMS receivables (Note 25.3)
454,571
18,415
296,075
20,475
Advances to suppliers-others
7,461
3,568
4,859
3,967
Advance for New Business (Note 25.6)
—
115,392
—
128,300
Receivables from ANOH (Note 25.5)
2,589
565
1,686
628
Other receivables (Note 25.4)
93,440
26,163
60,860
29,090
1,156,593
368,898
753,321
410,165
Included in trade and other receivables is $292.7 million, ₦448 billion from business combination (see Note 7)
25.1 Trade receivables
Included in the trade receivables are:
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Geregu
18,001
11,691
11,725
12,999
Waltersmith
8,079
10,971
5,262
12,198
Sapele Power
11,271
5,491
7,341
6,105
NGMC
1,274
1,240
830
1,379
MSN ENERGY
25,526
3,260
16,626
3,625
Pillar
7,634
5,875
4,972
6,532
Shell Western
50,503
63,228
32,894
70,301
Mercuria
—
4,175
—
4,643
Azura
3,359
—
2,188
—
Transcorp Power
2,556
—
1,665
—
Exxon Mobil
438,326
—
285,495
—
Others - crude injectors
522
1,940
339
2,157
Impairment allowance
(32,134)
(15,130)
(20,930)
(16,822)
Total
534,917
92,741
348,407
103,117
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Notes to the consolidated financial statements continued
Seplat Energy Plc
228
Annual Report and Accounts 2024
Reconciliation of trade receivables
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Balance as at 1 January
107,871
30,462
119,939
68,131
Additions during the year
1,703,543
913,583 1,109,569
1,015,777
Receipt for the year
(1,393,036)
(619,033) (941,444)
(942,737)
Acquired from business combination
141,601
—
92,229
—
Exchange difference
7,072
(217,141)
(10,956)
(21,232)
Gross carry amount
567,051
107,871
369,337
119,939
Less: Impairment allowance
(32,134)
(15,130)
(20,930)
(16,822)
Balance as at 31 December
534,916
92,741
348,407
103,117
Reconciliation of impairment allowance on trade receivables
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Loss allowance as at 1 Jan
15,130
10,982
16,822
24,560
Increase in loss allowance
14,137
2,140
9,554
3,259
Revaluation impact
—
—
(5,446)
(10,997)
Exchange difference
2,867
2,008
—
—
Loss allowance as at 31 December
32,134
15,130
20,930
16,822
25.2 NEPL receivables
The outstanding cash calls due to Seplat from its JOA partner, NEPL is ₦112.1 billion (2023: ₦40.4 billion) $124.6million (2023: $90.3 million).
Reconciliation of NEPL receivables
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Balance as at 1 January
116,421
41,853
129,444
93,602
Addition during the year
495,804
309,094
322,932
343,670
Receipts during the year
(601,059)
(207,716) (406,209)
(316,334)
Exchange difference
56,788
(26,811)
(1,907)
8,506
Gross carrying amount
67,954
116,421
44,260
129,444
Less: impairment allowance
(4,339)
(4,367)
(2,826)
(4,856)
Balance as at 31 December
63,615
112,054
41,434
124,588
Reconciliation of impairment allowance on NEPL receivables
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Loss allowance as at 1 Jan
4,367
1,467
4,856
3,280
Increase in loss allowance
(2,473)
1,228
(1,671)
1,870
Foreign exchange revaluation impact
—
—
(359)
(294)
Exchange difference
2,445
1,672
—
—
Loss allowance as at 31 December
4,339
4,367
2,826
4,856
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
229
Annual Report and Accounts 2024
25.3 NUIMS receivables
Reconciliation of NUIMS receivables
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Balance as at 1 January
19,099
15,791
21,236
35,316
Addition during the year
386,723
34,604
251,884
38,475
Receipts during the year
(246,960)
(26,574)
(166,901)
(40,470)
Acquired on business combination
300,562
—
196,189
—
Exchange difference
(4,853)
(4,722)
(6,333)
(12,085)
Gross carrying amount
454,571
19,099
296,075
21,236
Less: impairment allowance
—
(684)
—
(761)
Balance as at 31 December
454,571
18,415
296,075
20,475
Reconciliation of impairment allowance on NUIMS receivables
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Loss allowance as at 1 January
684
380
761
849
Increase/(decrease) in loss allowance during the period
(1,126)
229
(761)
348
Foreign exchange revaluation impact
—
—
—
(436)
Exchange difference
442
75
—
—
Loss allowance as at 31 December
—
684
—
761
25.4 Other receivables
Reconciliation of other receivables
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Balance as at 1 January
74,727
47,364
83,086
105,924
Addition during the year
59,686
11,617
38,875
12,916
Receipts for the year
(16,491)
(16,986)
(11,145)
(25,868)
Acquired from business combination
6,583
—
4,297
—
Exchange difference
61,449
32,732
4,005
(9,886)
Gross carrying amount
185,954
74,727
119,118
83,086
Less: impairment allowance
(92,514)
(48,564)
(58,258)
(53,996)
Balance as at 31 December
93,440
26,163
60,860
29,090
Other receivables include sundry receivables, WHT receivables, staff receivables, and Tariff receivables. WHT receivables of $0.6 million, ₦ billion
(2023: $0.9 million, ₦0.8 billion) and NGC VAT receivables of nil (2023: $2.8 million, ₦2.5 billion) were not assessed for impairment as these are
non-financial assets.
Reconciliation of impairment allowance on other receivables
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Loss allowance as at 1 January
48,564
25,612
53,996
57,280
Increase in loss allowance during the period
9,711
868
6,563
1,322
Foreign exchange revaluation impact
—
—
(2,301)
(4,606)
Acquired from business combination
—
—
—
—
Exchange difference
34,238
22,084
—
—
Loss allowance as at 31 December
92,514
48,564
58,258
53,996
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Notes to the consolidated financial statements continued
Seplat Energy Plc
230
Annual Report and Accounts 2024
25.5 Receivables from joint venture (ANOH)
2024
2023
2024
2023
Receivables from joint venture (ANOH)
₦ million
₦ million
$'000
$'000
Balance as at 1 January
5,992
5,188
6,662
11,604
Additions during the year
775
1,242
505
1,381
Receipts for the year
(616)
(917)
(416)
(1,396)
Exchange difference
1,101
479
(2,027)
(4,927)
Gross carrying amount
7,253
5,992
4,724
6,662
Less: Impairment reversal/(charge)
(4,664)
(5,427)
(3,038)
(6,034)
Balance as at 31 December
2,589
565
1,686
628
Reconciliation of impairment allowance on receivables from joint venture (ANOH)
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Loss allowance as at 1 January
5,427
132
6,034
296
Increase in loss allowance during the period
(4,433)
3,768
(2,996)
5,738
Foreign exchange revaluation impact
—
—
—
—
Exchange difference
3,670
1,527
—
—
Loss allowance as at 31 December
4,664
5,427
3,038
6,034
25.6 Advances for New Business
Advances for new business is nil (2023: ₦115.4 billion, $128.3million) after the acquisition of the entire share capital of Mobil Producing Nigeria
Unlimited from Exxon Mobil Corporation, Delaware.
26. Contract assets
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Revenue on gas sales
12,622
7,496
8,221
8,334
Revenue on oil sales
11,551
—
7,524
—
Impairment loss on contract assets
(255)
(256)
(166)
(285)
23,918
7,240
15,579
8,049
A contract asset is an entity’s right to consideration in exchange for goods or services that the entity has transferred to a customer. The Group
has recognised an asset in relation to a contract with Sapele Power, Azura, NGMC, Transcorp Power, MSN Energy, Waltersmith and Pillar for the
delivery of oil and gas supplies which these customers have received but which has not been invoiced as at the end of the reporting period.
The terms of payments relating to the contract is between 30- 45 days from the invoice date. However, invoices are raised after delivery
between 14-21 days when the receivable amount has been established and the right to the receivables crystalises. The right to the unbilled
receivables is recognised as a contract asset. At the point where the gas receipt certificates and crude invoices are obtained from the
customers (Sapele Power, Azura, NGMC, Transcorp Power, MSN Energy, Waltersmith and Pillar) upon volumes reconciliation with offtakers
authorising the quantities, this will be reclassified from contract assets to trade receivables.
26.1 Reconciliation of contract assets
The movement in the Group’s contract assets is as detailed below:
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Balance as at 1 January 2024
7,496
3,493
8,334
7,811
Additions during the period
167,015
104,819
112,872
159,631
Amount billed during the year
(156,049)
(104,476)
(105,461)
(159,108)
Exchange difference
5,711
3,660
—
—
Gross revenue on gas and oil
24,173
7,496
15,745
8,334
Impairment charge
(255)
(256)
(166)
(285)
Balance as at 31 December 2024
23,918
7,240
15,579
8,049
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
231
Annual Report and Accounts 2024
27. Derivative financial instruments
The Group uses its derivatives for economic hedging purposes and not as speculative investments. Derivatives are measured at fair value
through profit or loss. They are presented as current liability to the extent they are expected to be settled within 12 months after the reporting
period.
The fair value has been determined using a proprietary pricing model which generates results from inputs. The market inputs to the model are
derived from observable sources. Other inputs are unobservable but are estimated based on the market inputs or by using other pricing models.
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Opening Balance
(1,444)
(954)
(1,606)
(2,135)
Realised fair value (Note14)
1,836
1,402
1,241
2,135
Prior year premium paid
540
—
365
—
Premium Accrued
(322)
(240)
(217)
(365)
Unrealised fair value (Note14)
(5,531)
(815)
(3,738)
(1,241)
Exchange difference
(1,152)
(838)
—
—
(6,073)
(1,444)
(3,955)
(1,606)
In 2024, the Group entered into economic crude oil hedge contracts with an average strike price of ₦81,382, $55/bbl (2023: ₦52,892, $60/bbl) for
3 million barrels (2023: 3 million barrels) at a cost of ₦7.6 billion, $4.9 million (2023: ₦2.6 billion, $2.9 million).
28. Cash and cash equivalents
Cash and cash equivalents in the statement of financial position comprise of cash at bank, cash on hand and short-term deposits with a maturity
of three months or less.
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Short-term fixed deposits
202,123
91,411
131,649
101,636
Cash at bank
519,638
313,635
338,458
348,719
Gross cash and cash equivalents
721,761
405,046
470,107
450,355
Loss allowance
(376)
(221)
(245)
(246)
Net cash and cash equivalents
721,385
404,825
469,862
450,109
Included in cash and cash equivalent is the Bank balance of $182.7 million, ₦279.9 billion acquired from business combination (see Note 7)
28.1 Reconciliation of impairment allowance on cash and cash equivalents
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Loss allowance as at 1 January 2024
221
110
246
246
Increase/ (decrease) in loss allowance during the period
—
—
—
—
Exchange difference
155
111
—
—
Loss allowance as at 31 December 2024
376
221
246
246
28.2 Restricted cash
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Restricted cash
202,983
24,311
132,209
27,031
202,983
24,311
132,209
27,031
28.3 Movement in restricted cash
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Opening balance
24,311
10,706
27,031
23,944
Increase in restricted cash
155,630
2,027
105,178
3,087
Exchange difference
23,042
11,578
—
—
Closing balance
202,983
24,311
132,209
27,031
Included in the restricted cash balance is $2 .4 million, ₦3.7billion and $21.4 million, ₦32 .8 billion set aside in the stamping reserve account and
debt service reserve account respectively for the revolving credit facility. The amount is to be used for the settlement of all fees and costs
payable for for the purposes of stamping and registering the Security Documents at the stamp duties office and at the Corporate Affairs
Commission (CAC).
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Notes to the consolidated financial statements continued
Seplat Energy Plc
232
Annual Report and Accounts 2024
Also included in the restricted cash balance is $0.4 million, ₦0.6 billion for unclaimed dividend.
A garnishee order of $0.5 million, ₦0.7 billion is included in the restricted cash balance as at the end of the reporting period.
These amounts are subject to legal restrictions and are therefore not available for general use by the Group
Included in restricted cash is $107.5 million, ₦164.7 billion from business combination (see Note 7)
29. Asset held for sale
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Carrying amount reclassified from inventory to asset held for sale (note 24)
5,375
—
3,501
—
Carrying amount reclassified from PPE to asset held for sale (note 18.1)
29,865
—
19,452
—
Total carrying amount from assets held for sales
35,240
22,953
Fair value loss
(16,402)
—
(10,683)
—
Fair value of asset held for sales
18,838
—
12,270
—
As of 31 December 2024, the Company has classified certain non-current assets as held for sale. These assets primarily consist of Turnkey rigs
and accessories. The assets have been classified as held for sale following the decision by management to sell the assets. A buyer has been
secured for rigs with a deposit of $8.53 million,N12.6 billion received as of the reporting date and balance of the disposal consideration expected
with the next 12 months. The assets held for sale are measured at the disposal consideration which reflects the fair value less costs to sell. As of
31 December 2024, the carrying amount and fair value less costs to sell of the assets was $12.27 million, N18.8 billion with an impairment value of
$10.68 million,N16.4 billion.
30. Share capital
30.1 Authorised and issued share capital
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Authorised ordinary share capital
–
588,444,561 ordinary shares denominated in Naira of 50 kobo per share
297
297
1,864
1,864
Issued and fully paid
588,444,561 (2023:588,444,561) issued shares denominated in Naira of 50 kobo per share
297
297
1,864
1,864
Fully paid ordinary shares carry one vote per share and the right to dividends. There were no restrictions on the Group’s share capital.
30.2 Movement in share capital and other reserves
Number of
shares
Issued share
capital
Share
premium
Share based
payment
reserve
Treasury
shares
Total
Shares
₦ million
₦ million
₦ million
₦ million
₦ million
Opening balance as at 1 January 2024
588,444,561
297
90,138
12,255
(1,612)
101,078
Additions to share based during the year
—
—
—
39,320
—
39,320
Vested shares during the year
—
—
—
(26,906)
26,906
—
Forfeited shares
—
—
—
(1,857)
—
(1,857)
PAYE tax withheld on vested shares
—
—
(2,764)
—
—
(2,764)
Impact on forfeited rate assumption
—
—
—
(7,250)
—
(7,250)
Share repurchased
—
—
—
—
(28,866)
(28,866)
Closing balance as at 31 December 2024
588,444,561
297
87,374
15,562
(3,572)
99,661
Number of
shares
Issued share
capital
Share
premium
Share based
payment
reserve
Treasury
shares
Total
Shares
$'000
$'000
$'000
$'000
$'000
Opening balance as at 1 January 2024
588,444,561
1,864
520,431
34,515
(4,286)
552,524
Additions to share based during the period
—
—
—
26,573
—
26,573
Vested shares during the year
—
—
—
(18,184)
18,184
—
Forfeited shares
—
—
—
(1,255)
—
(1,255)
PAYE tax withheld on vested shares
—
—
(1,867)
—
—
(1,867)
Impact on forfeited rate assumption
—
—
—
(4,900)
—
(4,900)
Share repurchased
—
—
—
—
(19,508)
(19,508)
Closing balance as at 31 December 2024
588,444,561
1,864
518,564
36,749
(5,610)
551,567
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
233
Annual Report and Accounts 2024
30.3 Share Premium
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Share premium
87,375
90,138
518,564
520,431
Section 120.2 of Companies and Allied Matters Act, CAP C20, Laws of the Federation of Nigeria 2004 requires that where a company issue
shares at premium (i.e., above the par value), the value of the premium should be transferred to share premium.
During the year, an additional 17,567,776 shares vested with a fair value of $20.30 million. The excess of $18.18 million above the nominal value of
ordinary shares have been recognised in share premium.
30.4 Employee share-based payment scheme
As at 31 December 2024, the Group had 53,305,512 shares which are yet to fully vest. These shares have been assigned to certain employees
and senior executives in line with its share-based incentive scheme. Included in the share-based incentive schemes is three additional schemes
(2024 LTIP scheme, 2024 Deferred bonus scheme and sign on Bonus) awarded during the reporting period.
During the reporting period, 18,962,222 shares had vested out of which 1,394,446 shares were forfeited in relation to participants who could not
meet the vesting conditions during the period. The average forfeiture rate due to failure to meet non-market vesting condition is 18.14% while the
average due to staff exit is 17.72%.
The impact of applying the forfeiture rate of 35.87% on existing LTIP awards which are yet to vest will result in a reduction of share-based
compensation expense for the year by $4,889,920. The number of shares that eventually vested during the year after the forfeiture and
conditions above is 17,567,776 (Dec 2023: 4,709,289 shares were vested).
i. Description of the awards valued
The Company has made a number of share-based awards under incentive plans since its IPO in 2014: IPO-related grants to Executive and Non-
Executive Directors, 2018/2020 deferred bonus awards and 2020 Long-term Incentive plan (‘LTIP’) awards. Shares under these incentive plans
were awarded at the IPO in April 2014, 2015, 2016, 2017,2018 and 2020 conditional on the Nigerian Stock Exchange (‘NSE’) approving the share
delivery mechanism proposed by the Company. A number of these awards have fully vested.
Seplat Deferred Bonus Award
25% of each Executive Director’s 2023 bonus (paid in 2024) has been deferred into shares and would be released in 2025 subject to continued
employment over the vesting period. 2022 deferred bonus was approved by the Board and vested in 2024. No performance criteria are attached
to this award. As a result, the fair value of these awards is calculated using a Black Scholes model.
Long Term Incentive Plan (LTIP) awards
Under the LTIP Plan, shares are granted to management staff of the organisation at the end of every year. The shares were granted to the
employees at no cost. The shares vest (after 3 years) based on the following conditions.
• 25% vesting for median relative TSR performance rising to 100% for upper quartile performance on a straight-line basis.
• Relative TSR vesting reduced by 75% if 60% and below of operational and technical bonus metrics are achieved, with 35% reduction if 70%
of operational and technical bonus metrics are achieved and no reduction for 80% or above achievement.
• If the Company outperforms the median TSR performance level with the LTIP exploration and production comparator group.
The LTIP awards have been approved by the NSE.
ii. Share based payment expenses
The expense recognised for employee services received during the year is shown in the following table:
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Expense arising from equity-settled share-based payment transactions
30,211
7,717
20,417
11,751
There were no cancellations to the awards in 2024. The share awards granted to Executive Directors and confirmed employees are summarised
below:
Scheme
Deemed
grant date
Start of
Service Period
End of
service period
Vesting status
Number of
awards
2022 Long term incentive Plan
30 May 2022
30 May 2022
30 May 2025
Partially
13,811,252
2023 Long term incentive Plan
16 May 2023
16 May 2023
16 May 2026
Partially
23,274,458
2023 Deferred Bonus
28 May 2024
28 May 2024
31 December 2025
Partially
537,319
2024 Long term incentive Plan
28 May 2024
28 May 2024
28 May 2027
Partially
15,637,253
Sign on Bonus - IR Mgr
28 May 2024
19 June 2023
19 June 2025
Partially
45,230
53,305,512
iii. Determination of Share awards outstanding
Share awards used in the calculation of diluted earnings per shares are based on the outstanding shares as at 31 December 2024, however
these shares were repurchased from the existing shareholders.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Notes to the consolidated financial statements continued
Seplat Energy Plc
234
Annual Report and Accounts 2024
Share award scheme (all awards)
2024
Number
2024
WAEP ₦
2023
Number
2023
WAEP ₦
Outstanding at 1 January
25,534,795
669 20,015,736
442
Granted during the year
21,308,358
1,300 17,831,904
827
Exercise during the year
(17,567,776)
552 (4,709,289)
840
Forfeited during the year
(1,394,446)
429 (7,603,556)
568
Outstanding at 31 December
27,880,931
738 25,534,795
669
Share award scheme (all awards)
2024
Number
2024
WAEP $
2023
Number
2023
WAEP $
Outstanding at 1 January
25,534,795
1.14
20,015,736
1.10
Granted during the year
21,308,358
1.44
17,831,904
1.28
Exercised during the year
(17,567,776)
1.18
(4,709,289)
1.30
Forfeited during the year
(1,394,446)
0.90
(7,603,556)
0.88
Outstanding at 31 December
27,880,931
1.17
25,534,795
1.14
The following table illustrates the number and weighted average exercise prices (‘WAEP’) of and movements in deferred bonus scheme and
long-term incentive plan during the year for each available scheme.
Deferred Bonus Scheme
2024
Number
2024
WAEP ₦
2023
Number
2023
WAEP ₦
Outstanding at 1 January
502,050
678
306,996
541
Granted during the year
556,718
1,643
634,962
782
Exercised during the year
(833,065)
585
(439,908)
711
Outstanding at 31 December
225,703
969
502,050
678
Deferred Bonus Scheme
2024
Number
2024
WAEP $
2023
Number
2023
WAEP $
Outstanding at 1 January
502,050
1.19
306,996
1.27
Granted during the year
556,718
1.65
634,962
1.21
Exercised during the year
-833,065
1.35
(439,908)
1.1
Outstanding at 31 December
225,703
1.40
502,050
1.19
The fair value of the modified options was determined using the same models and principles as described in the table below based on the inputs
to the models used for the scheme.
Long term incentive Plan (LTIP)
2024
Number
2024
WAEP ₦
2023
Number
2023
WAEP ₦
Outstanding at 1 January
25,032,745
553
19,708,740
492
Granted during the year
20,751,640
957
17,196,942
581
Exercised during the year
(16,734,711)
519 (4,269,381)
568
Forfeited during the year
(1,394,446)
429 (7,603,556)
568
Outstanding at 31 December
27,655,228
614
25,032,745
553
Long term incentive Plan (LTIP)
2024
Number
2024
WAEP $
2023
Number
2023
WAEP $
Outstanding at 1 January
25,032,745
0.94
19,708,740
1.10
Granted during the year
20,751,640
1.24
17,196,942
0.90
Exercised during the year
(16,734,711)
1.02 (4,269,381)
0.88
Forfeited during the year
(1,394,446)
0.90 (7,603,556)
0.88
Outstanding at 31 December
27,655,228
1.02
25,032,745
0.94
The shares are granted to the employees at no cost. The weighted average remaining contractual life for the share awards outstanding as at 31
December 2024 range from 0.4 to 2 .4 years (2023: 0.8 to 2 .4 years).
The weighted average fair value of awards granted during the year range from ₦3,200 to ₦3,209 (2023: ₦332 to ₦1,286), $2 .10 to $2 .17 (2023:
$0.37 to $1.43).
The long term incentive plan is independently determined using the Monte Carlo valuation method which takes into account the term of the
award, the share price at grant date and expected price volatility of the underlying share, the expected dividend yield, the risk-free interest rate for
the term of the award and the correlations and volatilities of the peer group companies.
The expected price volatility is based on the historic volatility (based on the remaining life of the options), adjusted for any expected changes to
future volatility due to publicly available information.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
235
Annual Report and Accounts 2024
iv. Inputs to the models
The following table lists the inputs to the models used for the share awards outstanding in the respective plans for the year ended 31 December
2024:
2021
LTIP
2021
LTIP - Execs
2022
LTIP
2023
LTIP
2024
LTIP
Weighted average fair values at the measurement date
Dividend yield (%)
0.00%
0.00%
0.00%
0.00%
0.00%
Expected volatility (%)
51.68 %
59.29%
59.86%
42.08%
40.20%
Risk–free interest rate (%)
0.31 %
2.17%
2.53%
4.16%
4.37%
Expected life of share options
3.00
2.64%
3.00
3.00
3.00
Share price at grant date ($)
0.66
1.12
1.18
1.00
2.10
Share price at grant date (₦)
264.32
415.84
415.07
460.70
2,787.83
Model used
Monte Carlo
Monte Carlo
Monte Carlo
Monte Carlo
Monte Carlo
30.5 Treasury shares
This relates to shares purchased from the market to fund the Group’s Long-Term Incentive Plan. The programme commenced from 1 March 2021
and are held by the Trustees under the Trust for the benefit of the Group’s employee beneficiaries covered under the Trust.
31. Capital contribution
This represents M&P additional cash contribution to the Group. In accordance with the Shareholders’ Agreement, the amount was used by the
Group for working capital as was required at the commencement of operations.
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Capital contribution
5,932
5,932
40,000
40,000
32. Foreign currency translation reserve
Cumulative foreign exchange differences arising from translation of the Group’s results and financial position into the presentation currency and
from the translation of foreign subsidiary is recognised in foreign currency translation reserve.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Notes to the consolidated financial statements continued
Seplat Energy Plc
236
Annual Report and Accounts 2024
33. Interest bearing loans and borrowings
33.1 Reconciliation of interest bearings loans and borrowings
Below is the reconciliation on interest bearing loans and borrowings for 2024:
Borrowings
within 1 year
Borrowings
above 1 year
Total
Borrowings
within 1 year
Borrowings
above 1 year
Total
₦ million
₦ million
₦ million
$'000
$'000
$'000
Balance as at 1 January 2024
80,265
599,434
679,699
89,244
666,487
755,731
Additions
517,888 443,904
961,792 350,000 300,000 650,000
Interest accrued
118,896
—
118,896
80
—
80
Borrowing cost capitalized
5,985
—
5,985
4
—
4
Principal paid
(56,981)
—
(56,981)
(39)
—
(39)
Interest repayment
(92,504)
—
(92,504)
(63)
—
(63)
Other financing charges
(31,775)
—
(31,775)
(21)
—
(21)
Transfers
71,692
(71,692)
—
48
(48)
—
Exchange differences
76,804
437,834
514,638
—
—
—
Carrying amount as at 31 December 2024
690,270 1,409,480 2,099,750
449,593
918,036 1,367,629
Interest bearing loans and borrowings is made up of ₦2.1 trillion, $1.4 billion, which relates to amortised loan facilities, out of this ₦9.34 million, $6.3
million relates to accrued commitment fees on the undrawn $350 million Revolving Credit Facility (RCF).
Other finance charges include commitment fee, transaction cost on the newly acquired loans plus existing $110 million Senior RBL and $50m
Junior RBL.
Below is the reconciliation on interest bearing loans and borrowings 2023:
Borrowings
within 1 year
Borrowings
due above 1
year
Total
Borrowings
within 1 year
Borrowings
above 1 year
Total
₦ million
₦ million
₦ million
$'000
$'000
$'000
Balance as at 1 January 2023
33,232
311,149
344,381
74,322
695,881
770,203
Interest accrued
35,015
—
35,015
53
—
53
Interest capitalized
10,675
—
10,675
16
—
16
Other financing charges (Commitment fees)
5,052
—
5,052
8
—
8
Principal repayment
(14,446)
—
(14,446)
(22)
—
(22)
Interest repayment
(40,455)
—
(40,455)
(62)
—
(62)
Other financing charges
(5,343)
—
(5,343)
(8)
—
(8)
Transfers
19,301
(19,301)
—
29
(29)
—
Exchange differences
37,234
307,586
344,820
—
—
—
Carrying amount as at 31 December 2023
80,265
599,434
679,699
89,244
666,487
755,731
Other financing charges include term loan arrangement and commitment fees, annual bank charges, technical bank fee, agency fee and
analytical services in connection with annual service charge. These costs do not form an integral part of the effective interest rate. As a result,
they are not included in the measurement of the interest-bearing loan.
33.2 Amortised cost of borrowings
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Senior loan notes
1,009,628
588,351
657,601
654,164
Revolving loan facilities
15,868
9,197
10,335
10,206
Reserve based lending (RBL) facility
78,521
81,838
51,143
90,992
$350 million RCF
539,722
—
351,537
—
$300 million Advance Payment Facility
456,010
—
297,013
—
2,099,748
679,386 1,367,629
755,362
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
237
Annual Report and Accounts 2024
$650 million Senior notes – April 2021
In March 2021, the Group offered 7.75% senior notes with an aggregate principal of $650 million due in April 2026. The notes, which were priced
on 25 March and closed on 1 April 2021, were issued by the Group in March 2021 and guaranteed by certain of its subsidiaries.
The gross proceeds of the Notes were used to redeem the existing $350 million 9.25% senior notes due in 2023, to repay in full drawings of
$250 million under the existing $350 million revolving credit facility for general corporate purposes, and to pay transaction fees and expenses. The
amortised cost for the senior notes as at the reporting period is $657.6 million, ₦1,009 billion (2023: $654.16 million, ₦ 576.67 billion) although the
principal is $650 million.
$110 million Senior reserve-based lending (RBL) facility – March 2021
The Group through its subsidiary Westport on 28 November 2018 entered into a five-year loan agreement with interest payable semi-annually.
The RBL facility has an initial contractual interest rate of 8% + USD LIBOR, now SOFR (Secured Overnight Financing Rate), which came into effect
in August 2023. and a final settlement date of March 2026. The original facility of $90 million was increased to $ 100 million on 4 February in 2020
and then again to $ 110 million on 24 May 2021.
The RBL is secured against the Group’s producing assets in OML 40 via the Group’s shares in Elcrest, and by way of a debenture which creates a
charge over certain assets of the Group, including its bank accounts. The available facility is capped at the lower of the available commitments
and the borrowing base. At the 2024 autumn redetermination which was finalized in early October, the technical and modelling bank calculated a
borrowing base of $54.61 million. This was capped at the current available commitment level of $49.5 million.
$50 million Reserved based lending (RBL) facility – July 2021
In July 2021, the Group through its subsidiary Westport raised a $50 million offtake facility also secured on Elcrest’s assets, including OML 40, in
addition to the Senior Reserved Based Lending Facility. The offtake facility has a 6-year tenor, maturing in 2027. As of the period under review, $11
million has been drawn on this facility. The amortised cost for this as at the reporting period is $9.7 million (Dec 2023: $10.2 million), although the
principal outstanding is $11 million, with the facility size having reduced to $40 million as at 31 December 2024.
The margin is 2% over the then-prevalent senior margin (resulting in a margin of SOFR, including the CAS, plus 10%). LIBOR rates were replaced
by the financial institutions to Secured Overnight Financing Rate (SOFR) plus a credit adjustment spread (CAS) in June 2023.
$350 million Revolving credit facility
Seplat Energy Plc successfully amended its existing $350million revolving credit facility due in December 2024 with a new three-year $350 million
revolving credit facility due in June 2025 (the "RCF"). The amended facility now has a bullet repayment instead of an amortizing schedule, though
final maturity remains the same on 30 June 2025. However, should the bond (due April 2026) be refinanced in full by May 2025, final maturity will
automatically extend to 31 December 2026.The RCF margin was also reduced from 6% to 5% in February 2023 as the production flowing
through the Amukpe-to-Escravos pipeline is stabilized at an average working interest production of at least 15,000 bpd over a 45 consecutive
day period, meeting the requirements required under the RCF. The facility was drawn in full for the completion of the MPNU acquisition. The
amortised cost for the RCF as at the reporting period is $351.5 million, ₦539.7 billion (2023: nil) although the principal is $350 million.
$300 million Advance payment facility
On 6 December 2024, Seplat Energy Offshore Limited entered into an up to $300m Advance Payment Facility (“APF”) with ExxonMobil Financial
Investment Company Limited, a fully owned subsidiary of ExxonMobil. The APF can be used for general corporate purposes and was used to
provide financing in the completion of the MPNU acquisition.
The security package of the APF covers shares in Seplat Energy Offshore Limited (“SEOL”) and Seplat Energy Investment Limited (“SEIL”), as well
as, security over the onshore collection account and the offshore proceeds account, and an assignment by way of security of SEPNU’s rights as
seller under the offtake agreement.
The APF is currently fully drawn and will bear interest at a rate of the aggregate of Term SOFR (including a credit adjustment spread of 0.25% per
annum) plus 5% per annum. This is the same pricing as our RCF.
Financial covenants under the APF include a forward-looking DSCR of 1.20x, with a cure period of 30 business days.
The amortised cost for the RCF as at the reporting period is $297 million, ₦456 billion (2023: nil) although the principal is $300 million. Final
maturity is three years following the date of the agreement, i.e., December 2027.
33.3 Outstanding principal exposures
The table below provides an overview of related exposure by currency and nature of financial instruments as at December 2024.
2024
2023
2024
2023
USD SOFR
USD SOFR
USD SOFR
USD SOFR
31 December 2024
₦ million
₦ million
$'000
$'000
Non-derivative financial liabilities
Interest bearing loans -Fixed
997,958
584,605 650,000
650,000
Interest bearing loans -Variable
1,090,851
89,040
710,500
99,000
2,088,809
673,645 1,360,500
749,000
The table below shows the analysis of the principal outstanding showing the lenders of the facility as at the year-end:
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Notes to the consolidated financial statements continued
Seplat Energy Plc
238
Annual Report and Accounts 2024
Current
Non-Current
Total
Current
Non-Current
Total
31 December 2024
Interest
₦ million
₦ million
₦ million
$'000
$'000
$'000
Fixed interest rate
Fixed interest rate borrowings
Senior notes
—
—
1
1
650,000 650,000
Variable interest rate borrowings (bank loans) :
The Mauritius Commercial Bank Ltd
8% + SOFR
—
—
—
13,440
3,840
17,280
The Stanbic IBTC Bank Plc
8% + SOFR
—
—
—
13,720
3,920
17,640
Standard Bank of South Africa Limited
8% + SOFR
—
—
—
7,840
2,240
10,080
First City Monument Bank Limited
8% + SOFR
—
—
—
3,500
1,000
4,500
Shell Western Supply and Trading Limited
10.5% + SOFR
—
—
—
—
11,000
11,000
350 million Seplat RCF
Citibank N.A. London
5% + SOFR
—
—
—
10,000
10,000
Nedbank Limited, London Branch
5% + SOFR
—
—
—
45,000
45,000
Stanbic Ibtc Bank Plc
5% + SOFR
—
—
—
50,000
50,000
RMB International (Mauritius) Limited
5% + SOFR
—
—
—
65,000
65,000
The Mauritius Commercial Bank Ltd
5% + SOFR
—
—
—
45,000
45,000
JP Morgan Chase Bank, N.A London
5% + SOFR
—
—
—
30,000
30,000
Standard Chartered Bank
5% + SOFR
—
—
—
30,000
30,000
Zenith Bank Plc
5% + SOFR
—
—
—
15,000
15,000
Zenith Bank (UK) Limited
5% + SOFR
—
—
—
20,000
20,000
United Bank for Africa Plc
5% + SOFR
—
—
—
15,000
15,000
First City Monument Bank Limited
5% + SOFR
—
—
—
20,000
20,000
BP
5% + SOFR
—
—
—
5,000
5,000
$300 million Advance Payment Facility (APF)
ExxonMobil Financing
5% + SOFR +
CAS
—
—
—
300,000 300,000
Total outstanding principal on interest
borrowings
– 1,000,000 1,000,000 388,500 972,000 1,360,500
Current
Non-Current
Total
Current
Non-Current
Total
31 December 2023
Interest
₦ million
₦ million
₦ million
$'000
$'000
$'000
Fixed interest rate borrowings
Senior notes
—
—
584,605
584,605
650,000
650,000
Variable interest rate borrowings (bank loans) :
The Mauritius Commercial Bank Ltd
8% + SOFR
—
27,629
27,629
—
30,720
30,720
The Stanbic IBTC Bank Plc
8% + SOFR
—
28,205
28,205
—
31,360
31,360
Standard Bank of South Africa Limited
8% + SOFR
—
16,117
16,117
—
17,920
17,920
First City Monument Bank Limited
8% + SOFR
—
7,195
7,195
—
8,000
8,000
Shell Western Supply and Trading Limited
10.5% + SOFR
—
9,893
9,893
—
11,000
11,000
Total outstanding principal on interest
borrowings
—
673,645
673,645
—
749,000
749,000
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
239
Annual Report and Accounts 2024
34. Lease liabilities
Dec 2024
Dec 2023
Dec 2024
Dec 2023
₦ million
₦ million
$'000
$'000
Lease liability as at 1 January
1,207
1,800
1,343
4,025
Additions during the year
89,665
1,227
60,597
1,868
Payments during the year
(10,418)
(3,023)
(7,041)
(4,605)
Acquired in business combination (Note 7)
24,437
—
15,951
—
Interest on lease liabilities
4,018
35
2,715
54
Exchange difference
4,036
1,168
As at 31 December
112,945
1,207
73,565
1,342
The Group entered into lease extension agreements for the office buildings in Lagos and Aberdeen and a new lease agreement for the London
office recognized at the gross amounts of the lease contracts.
The Group’s lease liability as at 31 December 2024 is split into current and non-current portions as follows:
Dec 2024
Dec 2023
Dec 2024
Dec 2023
₦ million
₦ million
$'000
$'000
Non-Current
88,530
—
57,663
—
Current
24,415
1,207
15,902
1,342
112,945
1,207
73,565
1,342
The following amount are recognised in profit or loss:
Dec 2024
Dec 2023
Dec 2024
Dec 2023
₦ million
₦ million
$'000
$'000
Depreciation expense of right-of-use assets
11,469
2,705
7,751
4,119
Interest expense on lease liabilities
4,018
35
2,715
54
Expense relating to short-term leases
1,134
1,988
310
204
16,621
4,728
10,776
4,377
The following are the impact of the lease on cash flow:
Dec 2024
Dec 2023
Dec 2024
Dec 2023
₦ million
₦ million
$'000
$'000
Depreciation expense of right-of-use assets
11,469
2,705
7,751
4,119
Interest expense on lease liabilities
4,018
35
2,715
54
Net cash flows from operating activities
15,487
2,740
10,466
4,173
Lease payments
(10,418)
(3,023)
(7,041)
(4,605)
Net cash flows from financing activities
(10,418)
(3,023)
(7,041)
(4,605)
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Notes to the consolidated financial statements continued
Seplat Energy Plc
240
Annual Report and Accounts 2024
35. Provision for decommissioning obligations
2024
2024
₦ million
$'000
At 1 January 2024
117,489
130,631
Acquired in business combination (Note 7)
1,107,702
723,043
Unwinding of discount due to passage of time
9,510
6,427
Change in estimate
(121,156)
(81,880)
Exchange difference
81,273
—
At 31 December 2024
1,194,818
778,221
2023
2023
₦ million
$'000
At 1 January 2023
86,671
193,836
Unwinding of discount due to passage of time
4,945
7,531
Change in estimate
(46,448)
(70,736)
Exchange difference
72,322
—
At 31 December 2023
117,489
130,631
The Group makes full provision for the future cost of decommissioning oil production facilities on a discounted basis upon commencement of
new well drills and facility construction and development so long the estimates can be reliably determined. This relates to the removal of assets
as well as their associated restoration costs. This obligation is recorded in the period in which the liability meets the definition of a “probable future
sacrifice of economic benefits arising from a present obligation”, and in which it can be reasonably measured.
The provision represents the present value of estimated future expenditure to be incurred as highlighted in the table below which is the current
expectation as to when the producing facilities are expected to cease operations. Management engaged a third party to assist with an estimate
of the future expenditure to be incurred. The estimates for 2024 were computed by Management using the cessation of production (CoP) dates
contained in the Competent Person's Reports (CPRs) provided by Ryder Scott and ERCE for all the OMLs based on current assumptions of the
economic environment which management believes to be a reasonable basis upon which to estimate the future liability. These estimates are
reviewed regularly to consider any material changes to the assumptions. However, actual decommissioning costs will ultimately depend upon
future market prices for necessary decommissioning works required that will reflect market conditions at the relevant time.
However, actual decommissioning costs will ultimately depend upon future market prices for necessary decommissioning works required that will
reflect market conditions at the relevant time.
Furthermore, the timing of decommissioning is likely to depend on when the fields cease to produce at economically viable rates.
Current estimated life span of
reserves
2024
2023
Seplat West Limited:
OML 4
2043
2041
OML 38
2030 - 2043
2030 - 2045
OML 41
2038 - 2043
2038 - 2041
Newton Energy Limited (OPL 283)
2047
2034 - 2047
Seplat East Onshore Ltd (OML 53)
2036
2030 - 2053
Elcrest (OML 40)
2034
2033
OML 67
2050
—
OML 68
2050
—
OML 70
2050
—
OML 104
2050
—
*OML 67, 68, 70, and 104 all belongs to SEPNU
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
241
Annual Report and Accounts 2024
36. Employee benefit obligation
36.1 Defined contribution plan
The Group contributes to a funded defined contribution retirement benefit scheme for its employees in compliance with the provisions of the
Pension Reform Act 2014. A defined contribution plan is a pension plan under which the Group pays fixed contributions to an approved Pension
Fund Administrator (‘PFA’) – a separate entity. The assets of the scheme are managed by various Pension Fund Administrators patronised by
employees of the Group. The Group’s contributions are charged to the profit and loss account in the year to which they relate.
36.2 Defined benefit plan
i. Investment management strategy and policy
The Group operates a partly funded defined benefit pension plan in Nigeria under the regulation of National Pension Commission. The plan
provides benefits to all the employees (excluding Directors holding salaried employment in the Group) who have been employed by the Group for
a continuous period of six months and whose employment have been confirmed. The employee’s entitlement to the accrued benefits occurs on
retirement from the Group. The level of benefits provided on severance depends on members’ length of service and salary at retirement age.
The overall investment philosophy of the defined benefit plan fund is to ensure safety, optimum returns and liquidity inline with the regulation and
guidelines of the Pension Reform Act 2014 or guidelines that may be issued from time to time by National Pension Commission.
Plan assets are held in trust. Responsibility for supervision of the plan assets (including investment decisions and contributions schedules) lies
jointly with the trustees and the pension fund managers. The trustees are made up of members of the Group’s senior management appointed by
the Chief Executive Officer. The Group does not have an investment strategy of matching plan assets with the defined obligations as they fall
due, however, the Group has an obligation to settle shortfalls in the plan asset upon annual actuarial valuations.
The provision for the defined benefit plan is based on an independent actuarial valuation performed by Logic Professional Services (“LPS”) for
Seplat Energy Plc and Ernest and Young Nigeria for “SEPNU” using the projected credit unit method. The provision is adjusted for inflation, interest
rate risks, changes in salary and changes in the life expectancy for the beneficiaries.
The amount payable as at 31 December 2024 was ₦76.9 billion, $50.1 million (2023: ₦1.8 billion, $2 million).
The group does not have any funding arrangement or policy that impacts future contributions to the plan assets.
The following tables summarise the components of net defined benefit expense recognised in the statement of profit or loss and other
comprehensive income and in the statement of financial position for the respective plans:
ii. Liability recognised in the financial position
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Defined benefit obligation
205,037
9,110
133,547
10,129
Fair value of plan assets
(128,137)
(7,299)
(83,460)
(8,116)
76,900
1,810
50,087
2,013
*
The funding gap between the defined benefit obligation and fair value of plan assets has reduced significantly subsequent to year end due to increase in funding.
iii. Amount recognised in profit or loss
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Current service cost
1,342
1,022
907
1,557
Interest cost on defined benefit obligation
1,748
1,020
1,181
1,553
Plan amendment
34,303
—
23,183
—
37,393
2,042
25,271
3,110
Return on plan assets
(1,463)
(663)
(989)
(1,010)
35,930
1,379
24,282
2,100
*
Plan amendment relate to gain on curtailments and settlements made during the reporting period.
The Group recognises a part of its defined benefit expenses in profit or loss and recharges the other part to its joint operations partners, this is
recognised as a receivable from the partners. Below is the breakdown:
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Charged to profit or loss
15,097
621
10,203
945
Charged to receivables
20,833
758
14,079
1,155
Balance as at 31 December
35,930
1,379
24,282
2,100
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Notes to the consolidated financial statements continued
Seplat Energy Plc
242
Annual Report and Accounts 2024
iv. Re-measurement (gains)/losses in other comprehensive income
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Remeasurement losses / (gains) due to changes in financial and demographic
assumptions
2,928
109
1,979
166
Remeasurement losses due to experience adjustments
1,719
477
1,162
726
Remeasurement gain on plan assets
458
(31)
309
(47)
5,105
555
3,450
845
Deferred tax (expense) on measurement gains
(1,685)
(183)
(1,139)
(279)
Balance as at 31 December
3,420
372
2,311
566
Below is the breakdown of remeasurement losses recognised in other comprehensive income:
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Charged/credited to other comprehensive income
5,105
555
3,450
845
Remeasurement (gains)/losses due to changes in financial and demographic
assumptions
5,105
555
3,450
845
v. Deferred tax (expense)/credit on re- measurement (gains)/losses
The Group recognises deferred tax (credit on a part of the remeasurement (gain)/ losses in other comprehensive income/(loss). Below is the
breakdown:
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Charged to other comprehensive income
(1,685)
(183)
(1,139)
(279)
Deferred tax on remeasurement losses
(1,685)
(183)
(1,139)
(279)
vi. Changes in the present value of the defined benefit obligation are as follows:
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Defined benefit obligation as at 1 January
9,110
7,011
10,129
15,680
Current service cost
1,342
1,022
907
1,557
Interest cost on benefit obligation
1,748
1,020
1,181
1,553
Plan amendment/settlement
34,305
—
23,184
—
Remeasurement loss/(gain) due to changes in financial and demographic assumptions
2,928
108
1,979
164
Remeasurement loss/(gain) due to experience adjustment
1,719
477
1,162
726
Acquired in business combinations (Note 7)
190,783
—
124,532
—
Benefits from the fund
(1,175)
(528)
(794)
(804)
Exchange differences
(35,723)
—
(28,732)
(8,747)
Defined benefit obligation at 31 December
205,037
9,110
133,548
10,129
vii. The changes in the fair value of plan assets is as follows:
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Balance as at 1 January
(7,299)
(4,133)
(8,116)
(9,243)
Employer contribution
(1,317)
(3,000)
(890)
(5,529)
Return on plan assets
(1,463)
(663)
(989)
(1,010)
Benefits paid from fund
1,175
528
794
804
Remeasurement loss on plan assets
457
(31)
309
(47)
Acquired in business combinations (Note 7)
(119,195)
—
(77,803)
—
Exchange differences
(495)
—
3,235
6,910
Balance as at 31 December
(128,137)
(7,299)
(83,460)
(8,116)
The net liability disclosed above relates to funded plans as follows:
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Present value of funded obligations
205,037
9,110
133,547
10,129
Fair value of plan assets
(128,137)
(7,299)
(83,460)
(8,116)
Deficit of funded plans
76,900
1,810
50,087
2,013
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
243
Annual Report and Accounts 2024
The net liability acquired from business combination:
2024
2024
Acquired in business combinations (Note 7)
₦ million
$'000
Defined benefit obligation
190,783
124,532
Fair value of plan assets
(119,195)
(77,803)
71,588
46,729
The fair value of the plan asset of the Group at the end of the reporting period was determined using the market values of the comprising assets
as shown below:
2024
2024
Quoted
Not quoted
Total
Quoted
Not quoted
Total
₦ million
₦ million
₦ million
$'000
$'000
$'000
Quoted Equity
7,149
—
7,149
4,656
—
4,656
Real estate
—
254
254
—
165
165
Money market
35,794
—
35,794
23,314
—
23,314
Money on call + credit interest
1,815
—
1,815
1,182
—
1,182
FGN Govt bonds
46,555
—
46,555
30,322
—
30,322
Treasury bills
31,223
—
31,223
20,336
—
20,336
Corporate bond
4,299
—
4,299
2,800
—
2,800
Supranational bond
303
—
303
198
—
198
Eurobond
93
—
93
60
—
60
Cash at bank
—
41
41
—
27
27
Payables
—
(66)
(66)
—
(43)
(43)
Receivables
—
277
277
—
181
181
Interest receivables
—
255
255
—
166
166
Accrued fees
—
(53)
(53)
—
(35)
(35)
Total plan asset as at 31 December
127,231
708
127,939
82,868
461
83,329
2023
2023
Quoted
Not quoted
Total
Quoted
Not quoted
Total
₦ million
₦ million
₦ million
$'000
$'000
$'000
Equity instrument
325
—
325
362
—
362
FGN Bonds
3,450
—
3,450
3,836
—
3,836
Treasury Bills Fair Value
269
—
269
299
—
299
Corporate Bonds
82
—
82
91
—
91
Money Market Instruments
2,897
—
2,897
3,221
—
3,221
Real Estate
—
145
145
—
161
161
Cash at bank
—
143
143
—
159
159
Payables
—
(15)
(15)
—
(16)
(16)
Receivables
—
2
2
—
3
3
Total plan asset as at 31 December
7,023
276
7,299
7,809
307
8,116
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Notes to the consolidated financial statements continued
Seplat Energy Plc
244
Annual Report and Accounts 2024
viii. The principal assumptions used in determining defined benefit obligations for the Group’s plans are shown below:
2024
2023
%
%
Discount rate
18
17
Average future pay increase
17
15
Average future rate of inflation
15
14
a) Mortality in service
Number of deaths in year out of
10,000 lives
Sample age
2024
2023
25
7
7
30
7
7
35
9
9
40
14
14
45
25
26
Withdrawal from service
Rates
Age band
2024
2023
Less than or equal to 30
6.0%
1.0%
31 - 39
3.0%
1.5%
40 - 44
2.0%
1.5%
45 - 55
2.0%
1.0%
56 - 60
1.0%
0.0%
A quantitative sensitivity analysis for significant assumption is as shown below
Discount Rate
Salary increases
Mortality
1% increase
1% decrease
1% increase
1% decrease
1% increase
1% decrease
Assumptions
Base
₦ million
₦ million
₦ million
₦ million
₦ million
₦ million
Sensitivity Level: Impact on the net defined
benefit obligation
31 December 2024
15,196
(14,018)
16,532
16,597
(13,944)
15,199
(15,194)
31 December 2023
9,110
(8,350)
9,976
10,028
(8,295)
9,116
(9,104)
Discount Rate
Salary increases
Mortality
1% increase
1% decrease
1% increase
1% decrease
1% increase
1% decrease
Assumptions
Base
$'000
$'000
$'000
$'000
$'000
$'000
Sensitivity Level: Impact on the net defined
benefit obligation
31 December 2024
9,898
(9,474)
11,173
11,216
(9,424)
10,271
(10,269)
31 December 2023
10,129
(12,716)
15,193
15,272
(12,633)
13,883
(13,865)
The sensitivity analyses above have been determined based on a method that extrapolates the impact on net defined benefit obligation as a
result of reasonable changes in key assumptions occurring at the end of the reporting period. The methods and assumptions used in preparing
the sensitivity analysis did not change compared to prior period.
The sensitivity analyses are based on a change in an assumption while holding all other assumptions constant. In practice, this is unlikely to occur
and changes in some of the assumptions may be correlated.
The expected maturity analysis of the undiscounted defined benefit plan obligation is as follows:
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Within the next 12 months (Next annual reporting period)
1,030
383
671
426
Between 2 and 5 years
7,043
4,149
4,587
4,613
Between 6 and 10 years
31,435
18,967
20,475
21,089
Beyond 10 years
442,174
298,862
288,002
332,293
481,682
322,361
313,735
358,421
The weighted average liability duration for the Plan is 8.55 years (2023: 11.52 years). The longest weighted duration for Nigerian Government bond
as at 31 December 2024 was about 6.32 years (2023: 6.57 years) with a gross redemption yield of about 17.5% (2023: 16%).
a) Risk exposure
Through its defined benefit pension plans, the Group is exposed to several risks. The most significant of which are detailed below:
b) Liquidity risk
The plan liabilities are not fully funded and as a result, there is a risk that the Group may not have the required cash flow to fund future defined
benefit obligations as they fall due.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
245
Annual Report and Accounts 2024
c) Inflation risk
This is the risk of an unexpected significant rise/fall of market interest rates. A rise leads to a fall in long term asset values and a rise in liability
values.
d) Life expectancy
The majority of the plans’ obligations are to provide benefits for the life of the member, so increases in life expectancy will result in an increase in
the plans’ liabilities. This is particularly significant, where inflationary increases result in higher sensitivity to changes in life expectancy
e) Asset volatility
The Group holds a significant proportion of its plan assets in fixed income securities and money market instruments, with limited exposure to
equities.
Details of the Actuary is shown below:
Name of signer
Name of firm
FRC number
Services rendered
Chidiebere Orji
Logic Professional Services -
FRC/2020/00000013617
FRC/2021/004/00000022718
Actuary valuation services
Miller Kingsley
Ernst & Young Global Limited FRC/2012/NAS/00000002392 Actuary valuation services
37. Trade and other payables
Dec 2024
Dec 2023
Dec 2024
Dec 2023
₦ million
₦ million
$'000
$'000
Trade payable
562,913
109,046
366,642
121,244
Accruals and other payables
865,972
176,416
564,032
196,150
NDDC levy
11,715
6,897
7,630
7,669
Royalties payable
174,932
57,638
113,938
64,086
Overlift
69,174
130,139
45,055
144,696
1,684,706
480,136 1,097,297
533,845
Included in accruals and other payables are field accruals of $96..3 million, ₦147.8 billion (2023: $80 million, ₦72 billion), deposit received for asset
held for sale of 8.5 million, ₦12.6 billion and other vendor payables of $459..2 million, ₦705.6 billion (Dec 2023: $116.2 million, ₦41.6 billion). Royalties
payable include accruals in respect of crude oil and gas production for which payment is outstanding at the end of the period.
Also included within trade and other payables is $330.6 million, ₦506.5 billion acquired from business combination (See Note 7 for details).
Overlifts are excess crude lifted above the share of production. It may exist when the crude oil lifted by the Group during the period is above its
ownership share of production. Overlifts are initially measured at the market price of oil at the date of lifting and recognised in profit or loss. At
each reporting period, overlifts are remeasured at the current market value. The resulting change, as a result of the remeasurement, is also
recognised in profit or loss and any amount unpaid at the end of the year is recognised in overlift payable.
38. Other provisions
Dec 2024
Dec 2023
Dec 2024
Dec 2023
₦ million
₦ million
$'000
$'000
Provision
5,088
—
3,314
—
5,088
—
3,314
—
This relates to estimated liabilities from the litigation and disputes on payee tax liabilities, end of contract provision for the temporary staff,
provision for spy police and provision for oil spill penalties.
Included in provisions is $3.3 million, ₦5 billion from business combination (see Note 7).
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Notes to the consolidated financial statements continued
Seplat Energy Plc
246
Annual Report and Accounts 2024
39. Earnings per share (EPS)
Basic
Basic EPS is calculated on the Group’s profit after taxation attributable to the parent entity, which is based on the weighted average number of
issued and fully paid ordinary shares at the end of the year.
Diluted
Diluted EPS is calculated by dividing the profit after taxation attributable to the parent entity by the weighted average number of ordinary shares
outstanding during the year plus all the dilutive potential ordinary shares (arising from outstanding share awards in the share-based payment
scheme) into ordinary shares.
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Profit attributable to Equity holders of the parent
226,910
54,578
153,350
83,130
(Loss)/Profit attributable to Non-controlling interests
(12,663)
26,753
(8,558)
40,742
Profit for the year
214,247
81,331
144,792
123,872
Shares '000
Shares '000
Shares '000
Shares '000
Weighted average number of ordinary shares in issue
588,445
588,445
588,445
588,445
Outstanding share based payments (shares)
—
—
—
—
Weighted average number of ordinary shares adjusted for the effect of dilution
588,445
588,445
588,445
588,445
*There were no shares issued during the year that could potentially dilute the earnings per share
Basic earnings per share for the period
₦
₦
$
$
Basic earnings per share
385.61
92.75
0.26
0.14
Diluted earnings per share
385.61
92.75
0.26
0.14
Profit used in determining basic/diluted earnings per share
226,910
54,578
153,350
83,130
The weighted average number of issued shares was calculated as a proportion of the number of months in which they were in issue during the
reporting period.
40. Dividends paid and proposed
As at 31 December 2024, the final proposed dividend for the Group is ₦55.27, $0.036 (2023: ₦26.45, $0.03) per share and the proposed Special
Dividend is ₦50.67, $0.033 per share (2023: ₦26.45, $0.03)
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Cash dividends on ordinary shares declared and paid:
Dividend for 2024: ₦239.51 ($0.156) per share 588,444,561 shares in issue
(2023: ₦101.32 ($0.165) per share, 588,444,561 shares in issue)
135,185
64,883
91,361
98,811
Proposed dividend on ordinary shares:
Final proposed dividend for the year 2024:
₦55.27 ($0.036) (2023: ₦26.45 ($0.03) per share
32,522
15,562
21,184
17,653
Special proposed dividend for the year 2024:
₦50.67 ($0.033) (2023: ₦26.45 ($0.03)) per share
29,812
15,562
19,419
17,653
During the year, ₦54.2 billion, $35.3 million of dividend was paid at ₦92.12, $0.060 per share as final dividend for 2023. As at 31 March 2024, ₦ 27.1
billion, $ 17.7 million was paid at ₦44.39, $0.03 per share for 2024 Q1; As at 30 June 2024, ₦ 27.1 billion, $ 17.7 million was paid at ₦44.39, $0.03 per
share for 2024 Q2; As at 30 September 2024, ₦ 32 .52 billion, $ 21.18 million was paid at ₦53.27, $0.036 per share for 2024 Q3. Final Naira dividend
payments will be based on the Naira/Dollar rates on the date for determining the exchange rate. The payment is subject to shareholders’
approval at the 2024 Annual General Meeting. The tax effect of dividend paid during the year was $8.67 million (₦12 .8 billion).
41. Related party relationships and transactions
The Group is controlled by Seplat Energy Plc (the parent Company). A.B.C Orjiako (SPDCL(BVI)) and members of his family hold an interest in the
Parent company. The remaining shares in the parent Company are widely held.
The goods and services provided by the related parties relates to prior year and are disclosed below.
i. Shareholders of the parent company
Amaze Limited: Dr. A.B.C Orjiako is a director and shareholder of Amaze Limited. The company provided consulting services to Seplat in prior
year - 2023. Services provided to the Group during the period amounted to nil (Dec 2023: $0.6 million, ₦528.3 million).
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
247
Annual Report and Accounts 2024
42. Information relating to employees
42.1 Key management compensation
Key management includes executive and members of the leadership team. The compensation paid or payable to key management for
employee services is shown below:
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Salaries and other short-term employee benefits
5,344
3,055
3,611
4,653
Post-employment benefits
321
316
217
481
Share based payment expenses
6,025
2,557
4,072
3,895
11,690
5,928
7,900
9,029
42.2 Chairman and Directors’ emoluments
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Chairman (Non-executive)
1,992
569
1,346
867
Chief Executive Officer
3,909
1,658
2,642
2,526
Executive Directors
4,133
1,493
2,793
2,275
Non-Executive Directors
4,896
1,707
3,309
2,599
Total
14,930
5,427
10,090
8,267
The increase in emoluments for Executive and Non-Executive Directors in the current period, in comparison to the prior period is attributed to exit
payments made to retired Executive and Non-Executive Directors included in 2024 results.
42.3 Highest paid Director
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Highest paid Director
3,909
1,658
2,642
2,526
Emoluments are gross amounts inclusive of income taxes and the prior year has now been presented in line with the current year.
42.4 Number of directors
The number of Directors (excluding the Chairman) whose emoluments fell within the following ranges was:
2024
2023
Number
Number
Zero – ₦150,000,000
—
—
₦150,000,001 – ₦375,000,000
—
—
₦375,000,001 – ₦750,000,000
—
—
Above ₦750,000,001
4
3
4
3
2024
2023
Number
Number
Zero – $100,000
—
—
$100,001 – $250,000
—
—
$250,001 – $500,000
—
—
Above $500,000
4
3
4
3
This reflects the remuneration range of the Group's executive directors during the reporting period, including the former Chief Financial Officer
(CFO) who retired during the period.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Notes to the consolidated financial statements continued
Seplat Energy Plc
248
Annual Report and Accounts 2024
42.5 Employees
The number of employees (other than the Directors) inclusive of 863 staff acquired from business combination in December 2024, whose duties
were wholly or mainly discharged within Nigeria, and who received remuneration (excluding pension contributions) in the following ranges:
2024
Number
Less than $80,000 (₦118,374,400)
395
$80,001(₦118,374,401) – $200,000 (₦295,936,000)
425
$200,001(₦295,936,001) – $300,000 (₦443,904,000)
450
Above $300,000 (₦443,904,000)
176
1,446
2023
Number
Less than $80,000 (₦52,531,057)
257
$80,001(₦52,531,058) – $200,000 (₦131,326,000)
256
$200,001 (₦131,326,001) – $300,000 (₦196,989,000)
50
Above $300,000 (₦196,989,000)
25
588
42.6 Number of persons employed during the year
The number of persons (excluding Directors) in employment during the year inclusive of 863 staff acquired from business combination in
December 2024 is presented as follows:
2024
2023
Number
Number
Senior management
45
41
Managers
332
165
Senior staff
1,022
343
Junior staff
47
39
1,446
588
42.7 Employee cost
Seplat’s staff costs (excluding pension contribution) in respect of the above employees amounted to the following:
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Salaries & wages
71,718
17,772
48,468
27,127
71,718
17,772
48,468
27,127
43. Commitments and contingencies
43.1 Contingent liabilities
The Group is involved in a number of legal suits as defendant. The estimated value of the contingent liabilities for the year ended 31 December
2024 is ₦724 million, $0.471 million (2023: ₦198 million, $0.22 million). The contingent liability for the year is determined based on possible
occurrences, though unlikely to occur. No provision has been made for this potential liability in these financial statements. Management and the
Group’s solicitors are of the opinion that the Group will suffer no loss from these claims.
Under the OML 40 Joint Operating Agreement (‘JOA’), the Group is responsible for its share of expenditures incurred on OML 40 in respect of its
participating interest, on the basis that the operator’s estimated expenditures are reasonably incurred based on the approved work program and
budget. From time to time, management disputes such expenditures on the basis that they do not meet these criteria, and when this occurs
management accrues at the period end for its best estimate of the amounts payable to the operator. Consequently, the amounts recognised as
accruals as of 31 December 2024 reflect management’s best estimate of amounts that have been incurred in accordance with the JOA and that
will ultimately be paid to settle its obligations in this regard.
However, management recognises there are a range of possible outcomes, which may be higher or lower than the management’s estimate of
accrued expenditure. It is estimated that around $493,000 (2023: $5,384,235) of possible expenditure currently remains under dispute. The
movement in the current period is driven by resolution of disputed JV cost and revaluation of the Naira components of the disputed items for 2014
- 2019 using the 31 December 2024 CBN rate.
Management considers the merits for these cost items which remains rejected to be very high, but in recognition of possible range of outcomes
has included them in the contingent liability.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
249
Annual Report and Accounts 2024
44. Events after the reporting period
Post acquisition settlement reconciliation between Seplat Energy Plc and the Sellers of MPNU
The Share Sale and Purchase Agreement (SPA) between Mobil Development Nigeria Inc, and Mobil Exploration Nigeria Inc (together Sellers) and
Seplat Energy (Buyer) governs the sale and purchase of the entire share capital of MPNU. The transaction between the parties was closed on 12th
December 2024.
However, the SPA includes a provision to true up potential discrepancies in the Completion Statement calculations (prepared at closing) that
come to light post closing (the Final Settlement Statement). Such a mechanism is a common provision in sales agreements related to complex
transactions/businesses. Under the SPA, reconciliation in relation to the Final Settlement are due to be concluded 31 March 2025.
Seplat is currently seeking further information and documentation from the Sellers in line with the agreement under the SPA.
45. Reclassification
Certain comparative figures have been reclassified in line with the current year’s presentation.
46. Exchange rates used in translating the accounts to Naira
The table below shows the exchange rates used in translating the accounts into Naira
Basis
31 Dec 2024
31 Dec 2023
N/$
N/$
Property, plant & equipment – opening balances
Historical rate
899.39
447.13
Property, plant & equipment – additions
Average rate
1,479.68
656.63
Property, plant & equipment - closing balances
Closing rate
1535.32
899.39
Current assets
Closing rate
1535.32
899.39
Current liabilities
Closing rate
1535.32
899.39
Equity
Historical rate
Historical
Historical
Income and Expenses:
Overall Average rate
1,479.68
656.63
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Notes to the consolidated financial statements continued
Seplat Energy Plc
250
Annual Report and Accounts 2024
Statement of value added
For the year ended 31 December 2024
2024
2023
2024
2023
₦ million
%
₦ million
%
$'000
%
$'000
%
Revenue from contracts with customers
1,651,571
— %
696,867
1,116,168
1,061,271
Other income/(loss)
54,955
— %
(80,066)
37,141
(121,932)
Finance income/ (costs)
19,525
— %
6,277
13,196
9,559
Cost of goods and other services:
Local
(386,631)
— %
(187,807)
(261,295)
(286,009)
Foreign
(257,754)
— %
(125,205)
(174,196)
(190,672)
Value added
1,081,666
100%
310,066
100%
731,013
100%
472,217
100%
Applied as follows:
To employees: – as salaries and labour
related expenses
110,015
12%
38,206
13%
74,350
12%
58,183
6%
To external providers of capital:
– as interest
136,512
15%
45,438
22%
92,258
15%
69,199
11%
To Government:
- as company taxes
286,561
15%
55,242
–%
193,664
15%
84,130
11%
Retained for the Company’s future:
- For asset replacement – depreciation,
depletion & amortisation
273,716
29%
100,903
42%
184,984
29%
153,668
21%
Deferred tax
60,615
7%
(11,032)
— %
40,965
7%
(16,801)
27%
Profit for the year
214,247
23%
81,309
24%
144,791
23%
123,838
24%
Value added
1,081,666
100%
310,066
100%
731,012
100%
472,217
100%
The value added represents the additional wealth which the Group has been able to create by its own and its employees’ efforts. This statement
shows the allocation of that wealth to employees, providers of finance, shareholders, government and that retained for the creation of future
wealth.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
251
Annual Report and Accounts 2024
Five-year financial summary
For the year ended 31 December 2024
2024
2023
2022
2021
2020
₦ million
₦ million
₦ million
₦ million
₦ million
Revenue from contracts with customers
1,651,571
696,867
403,913
293,631
190,922
Profit before taxation
561,423
125,540
86,730
71,028
(28,872)
Income tax expense
(347,176)
(44,210)
(42,297)
(24,097)
(1,840)
Profit for the period
214,247
81,330
44,433
46,931
(30,712)
Capital employed:
Issued share capital
297
297
297
296
293
Share premium
87,375
90,138
91,317
90,383
86,917
Share based payment reserve
15,558
12,255
5,936
4,914
7,174
Treasury shares
(3,570)
(1,612)
(2,025)
(2,025)
—
Capital Contribution
5,932
5,932
5,932
5,932
5,932
Retained Earnings
319,013
230,708
241,386
239,429
211,790
Foreign currency translation reserve
2,393,251
1,251,127
447,014
385,348
331,289
Non-controlling interest
11,127
23,790
(2,963)
(20,913)
(11,058)
Total equity
2,828,983 1,612,635
786,894
703,364
632,337
Represented by:
Non-current assets
6,919,383
2,191,549 1,095,237
1,324,724 1,083,683
Current assets
2,901,878
861,905
394,743
278,812
227,154
Non-current liabilities
(4,385,405)
(807,114)
(435,729)
(702,070) (499,349)
Current liabilities
(2,606,873)
(633,705)
(267,357)
(198,102)
(179,151)
Net assets
2,828,983 1,612,635
786,894
703,364
632,337
2024
2023
2022
2021
2020
$'000
$'000
$'000
$'000
$'000
Revenue from contracts with customers
1,116,168
1,061,271
951,795
733,188
530,467
Profit before taxation
379,421
191,201
204,376
177,345
(80,209)
Income tax expense
(234,629)
(67,329)
(99,670)
(60,169)
(5,113)
Profit for the period
144,792
123,872
104,706
117,176
(85,322)
Capital employed:
Issued share capital
1,864
1,864
1,864
1,862
1,855
Share premium
518,564
520,431
522,227
520,138
511,723
Share based payment reserve
36,747
34,515
24,893
22,190
27,592
Treasury shares
(5,609)
(4,286)
(4,915)
(4,915)
—
Capital Contribution
40,000
40,000
40,000
40,000
40,000
Retained Earnings
1,233,128
1,173,450
1,189,697
1,185,082
1,116,079
Foreign currency translation reserve
2,233
2,816
2,622
1,933
992
Non-controlling interest
15,679
24,237
(16,505)
(58,804)
(34,196)
Total equity
1,842,606 1,793,027 1,759,883 1,707,486 1,664,045
Represented by:
Non-current assets
4,506,802 2,436,701 2,449,482 3,215,899 2,851,803
Current assets
1,890,080
958,318
882,842
676,835
597,770
Non-current liabilities
(2,856,346)
(897,398)
(974,503) (1,704,343) (1,314,076)
Current liabilities
(1,697,930)
(704,594)
(597,938) (480,905)
(471,452)
Net assets
1,842,606 1,793,027 1,759,883 1,707,486 1,664,045
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Notes to the consolidated financial statements continued
Seplat Energy Plc
252
Annual Report and Accounts 2024
Supplementary financial information (unaudited)
For the year ended 31 December 2024
i. Estimated quantities of proved plus probable reserves
Oil & NGLs
Natural Gas
Oil Equivalent
MMbbls
Bscf
MMboe
At 31 December 2023
225.7
1,462.5
477.8
Revisions of previous estimates
6.4
10.9
8.3
Discoveries and extensions
7.5
91.0
23.2
Acquired through business combinations
352.0
248.0
394.8
Production
(11.0)
(39.5)
(17.8)
At 31 December 2024
580.6
1772.9
886.3
Reserves are those quantities of crude oil, natural gas and natural gas liquid that, upon analysis of geological and engineering data, appear with
reasonable certainty to be recoverable in the future from known reservoirs under existing economic and operating conditions.
Elcrest holds a 45% participating interest in OML40. Eland holds a 45% interest in Elcrest although has control until such point as Westport loan is
fully repaid.
As additional information becomes available or conditions change, estimates are revised.
ii. Capitalised costs related to oil producing activities
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Capitalised costs:
Proved properties
7,148,025 2,545,856 4,655,723 2,830,640
Total capitalised costs
7,148,025 2,545,856 4,655,723 2,830,640
Accumulated deprecation
(2,073,434) (1,100,334) (1,350,490) (1,201,370)
Net capitalised costs
5,074,591 1,465,354 3,305,233
1,629,271
Capitalised costs include the cost of equipment and facilities for oil producing activities. Unproved properties include capitalised costs for oil
leaseholds under exploration, and uncompleted exploratory well costs, including exploratory wells under evaluation. Proved properties include
capitalised costs for oil leaseholds holding proved reserves, development wells and related equipment and facilities (including uncompleted
development well costs) and support equipment.
iii. Concessions
The original, expired and unexpired terms of concessions granted to the Group as at 31 December 2024 are:
Original
Term in years
expired
Unexpired
Seplat West Limited
OMLs 4, 38 & 41
38
24
14
Newton
OML 56
16
14
2
Seplat East Onshore
OML 53
30
26
4
Seplat East Swamp
OML 55
30
26
4
Elcrest
OML 40
18.8
5
13.8
Seplat Energy Producing Unlimited
OMLs 67, 68 & 70
20
13
7
Seplat Energy Producing Unlimited
OML 104
20
6
14
iv. Results of operations for oil producing activities
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Revenue from contracts with customers
1,466,350
615,866
990,991
937,913
Other income - net
201,769
(21,932)
136,360
(33,400)
Production and administrative expense
(973,810)
(364,526) (658,123)
(555,143)
Impairment loss
(3,412)
(5,341)
(2,306)
(8,134)
Depreciation and amortisation
(281,925)
(104,506)
(190,531)
(159,154)
Profit/(loss) before taxation
408,972
119,561
276,391
182,082
Taxation
(300,186)
(43,636) (202,872)
(66,454)
Profit/(loss) for the year
108,786
75,925
73,519
115,628
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
253
Annual Report and Accounts 2024
Separate
Financial
Statements
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
254
Annual Report and Accounts 2024
Separate financial statements
Separate statement of profit or loss and other
comprehensive income
For the year ended 31 December 2024
31 Dec 2024
31 Dec 2023
31 Dec 2024
31 Dec 2023
Notes
₦ million
₦ million
$'000
$'000
Other Income/(loss)
7
100,593
(5,064)
67,984
(7,709)
General and administrative expenses
8
(86,667)
(39,498)
(58,570)
(60,152)
Impairment loss on financial assets
9
—
(3,602)
—
(5,485)
Operating profit/(loss)
13,926
(48,164)
9,414
(73,346)
Finance income
10
12,190
5,350
8,238
8,147
Profit/(loss) before taxation
26,116
(42,814)
17,652
(65,199)
Profit/(loss) for the year
26,116
(42,814)
17,652
(65,199)
Other comprehensive income:
Items that may be reclassified to profit or loss:
Foreign currency translation difference
928,326
695,770
—
—
Other comprehensive income for the year
928,326
695,770
—
—
Total comprehensive income/(loss) for the year
954,442
652,956
17,652
(65,199)
Basic earnings per share ₦/$
23
44.38
(72.76)
0.03
(0.11)
Diluted earnings per share ₦/$
23
44.38
(72.76)
0.03
(0.11)
Notes 1 to 29 on pages 260 to 291 are an integral part of these financial statements.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
255
Annual Report and Accounts 2024
Separate financial statements
Separate statement of financial position
As at 31 December 2024
31 Dec 2024
31 Dec 2023
31 Dec 2024
31 Dec 2023
Notes
₦ million
₦ million
$'000
$'000
Assets
Non-current assets
Property, plant and equipment
13
1,067
980
694
1,089
Investment in subsidiaries
15 3,036,437
1,761,843
1,977,722
1,958,924
Investment in Joint ventures
16
322,442
188,887
210,016
210,016
Total non-current assets
3,359,946
1,951,710 2,188,432
2,170,029
Current assets
Trade and other receivables
17 4,288,158
1,512,473 2,793,006
1,681,660
Prepayments
14
7,423
362
4,835
402
Cash and cash equivalents
18
255,944
171,265
166,704
190,421
Restricted cash
18.1
3,736
8,572
2,433
9,531
Total current assets
4,555,261
1,692,672 2,966,978
1,882,014
Total assets
7,915,207
3,644,382
5,155,410 4,052,043
Equity and liabilities
Equity attributable to shareholders
Issued Share Capital
19
297
297
1,864
1,864
Share Premium
19.3
87,375
90,138
518,564
520,431
Share Based Payment Reserve
19.4
15,729
12,425
36,747
34,515
Treasury shares
19.5
(3,570)
(1,612)
(5,609)
(4,286)
Capital Contribution
20
5,932
5,932
40,000
40,000
Retained Earnings
(40,630)
68,439
800,111
873,820
Foreign currency translation reserve
2,071,525
1,143,200
Total shareholder's equity
2,136,658
1,318,819
1,391,677
1,466,344
Trade and other payables
22 5,778,549
2,325,563 3,763,733 2,585,699
Total current liabilities
5,778,549
2,325,563 3,763,733 2,585,699
Total liabilities
5,778,549
2,325,563 3,763,733 2,585,699
Total equity and liabilities
7,915,207
3,644,382
5,155,410 4,052,043
Notes 1 to 29 on pages 260 to 291 are an integral part of these financial statements.
The financial statements of Seplat Energy Plc for the year ended 31 December 2024 were authorised for issue in accordance with a resolution of
the Directors on 4 March 2025 and were signed on its behalf by:
U. U. Udoma
R.T Brown
E. Adaralegbe
FRC/2013/NBA/00000001796
FRC/2014/PRO/DIR/00000017939
FRC/2017/ICAN/006/00000017591
Chairman
Chief Executive Officer
Chief Financial Officer
4 March 2025
4 March 2025
4 March 2025
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
256
Annual Report and Accounts 2024
Separate financial statements
Separate statement of changes in equity
For the year ended 31 December 2024
Issued
Share
Capital
Share
Premium
Share
Based
Payment
Reserve
Treasury
shares
Capital
Contribution
Retained
Earnings
Foreign
Currency
Translation
Reserve
Non-
controlling
interest
Total
Equity
₦ million
₦ million
₦ million
₦ million
₦ million
₦ million
₦ million
₦ million
₦ million
At 1 January 2023
297
91,317
6,108 (2,025)
5,932 176,136 447,429
— 725,195
Loss for the period
—
—
—
—
— (42,814)
—
—
(42,814)
Other Comprehensive loss
—
—
—
—
—
— 695,770
— 695,770
Total comprehensive income/(loss) for the
period
—
—
—
—
— (42,814) 695,770
— 652,956
Transactions with owners in their capacity
as owners:
Dividend paid
—
—
—
—
— (64,883)
—
— (64,883)
Share based payments
(Note 19)
—
—
530
—
—
—
—
—
530
Additional investment in subsidiaries – Share-
based payment (Note 19)
—
—
7,186
—
—
—
—
—
7,186
Vested shares
3
1,395
(1,398)
—
—
—
—
—
—
PAYE tax withheld on vested shares
—
(1,179)
—
—
—
—
—
—
(1,179)
Issued vested shares
(3)
(1,395)
—
1,398
—
—
—
—
—
Share re-purchased
—
—
—
(985)
—
—
—
—
(985)
Total
—
(1,179)
6,318
413
— (64,883)
—
—
(59,331)
At 31 December 2023
297 90,138 12,426
(1,612)
5,932 68,439 1,143,199
— 1,318,819
At 1 January 2024
297 90,138 12,426
(1,612)
5,932 68,439 1,143,199
— 1,318,819
Profit for the period
—
—
—
—
— 26,116
—
—
26,116
Other Comprehensive income/(loss)
—
—
—
—
—
— 928,326
— 928,326
Total comprehensive income/(loss) for the
period
—
—
—
—
— 26,116 928,326
— 954,442
Transactions with owners in their capacity
as owners:
Dividend paid
—
—
—
—
— (135,185)
—
— (135,185)
Share based payments
—
— 2,404
—
—
—
—
—
2,404
Additional investment in subsidiary- share
based payment
—
— 27,807
—
—
—
—
— 27,807
Vested shares
—
— (26,908) 26,908
—
—
—
—
—
PAYE tax with held on vested shares
— (2,763)
—
—
—
—
—
—
(2,763)
Share re-purchased
—
—
— (28,866)
—
—
—
— (28,866)
Total
— (2,763) 3,303 (1,958)
— (135,185)
—
— (136,603)
At 31 December 2024
297 87,375 15,729 (3,570)
5,932 (40,630) 2,071,525
— 2,136,658
Notes 1 to 29 on pages 260 to 291 are an integral part of these financial statements.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
257
Annual Report and Accounts 2024
Issued
Share
Capital
Share
Premium
Share
Based
Payment
Reserve
Treasury
shares
Capital
Contribution
Retained
Earnings
Total
$'000
$'000
$'000
$'000
$'000
$'000
$'000
Balance as at 1 January 2023
1,864 522,227
24,893
(4,915)
40,000 1,037,830 1,621,899
Loss for the period
—
—
—
—
—
(65,199)
(65,199)
Total comprehensive income for the period
—
—
—
—
—
(65,199)
(65,199)
Transactions with owners in their capacity as owners:
Dividends
—
—
—
—
—
(98,811)
(98,811)
Share based payments
—
—
807
—
—
—
807
Additional investment in subsidiaries - Share based payment
(Note 19)
—
—
10,944
—
—
—
10,944
Vested shares
5
2,124
(2,129)
—
—
—
—
PAYE tax withheld on vested shares
—
(1,796)
—
—
—
—
(1,796)
Issued vested shares
(5)
(2,124)
—
2,129
—
—
—
Share re-purchased
—
—
—
(1,500)
—
—
(1,500)
Total
—
(1,796)
9,622
629
—
(98,811) (90,356)
As at 31 December 2023
1,864 520,431
34,515
(4,286)
40,000 873,820
1,466
Profit for the period
—
—
—
—
—
17,652
17,652
Other Comprehensive income
—
—
—
—
—
—
—
Total comprehensive income/(loss) for the period
—
—
—
—
—
17,652
17,652
Transactions with owners in their capacity as owners:
—
Dividend paid
—
—
—
—
—
(91,361)
(91,361)
Share based payments
—
—
1,625
—
—
—
1,625
Additional investment in subsidiary- share based payment
—
—
18,792
—
—
—
18,792
Vested shares
—
—
(18,188)
18,188
—
—
—
PAYE tax witheld on vested shares
—
(1,867)
—
—
—
—
(1,867)
Share re-purchased
—
—
— (19,508)
—
— (19,508)
Total
—
(1,867)
2,229
(1,320)
—
(91,361) (92,319)
As at 31 December 2024
1,864 518,564
36,744
(5,606) 40,000 800,111 1,391,677
Notes 1 to 29 on pages 260 to 291 are an integral part of these financial statements.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
258
Annual Report and Accounts 2024
Separate financial statements
Separate statement of cash flows
For the year ended 31 December 2024
31 Dec 2024
31 Dec 2023
31 Dec 2024
31 Dec 2023
Notes
₦ million
₦ million
$'000
$'000
Cash flows from operating activities
Cash generated from operations
12
8,500
96,532
5,747
147,014
PAYE tax on vested shares paid
19.2
(2,763)
(1,179)
(1,867)
(1,796)
Net cash inflows from operating activities
5,737
95,353
3,880
145,218
Cash flows from investing activities
Payment for acquisition of other property, plant and equipment
13
(292)
(10)
(197)
(15)
Investment in subsidiary
15
(9)
—
(6)
—
Dividend received
7
118,374
—
80,000
—
Restricted Cash
18.2
10,503
87
7,098
133
Interest received
10
12,190
5,350
8,238
8,147
Net cash outflows used in investing activities
140,766
5,427
95,133
8,265
Cash flows from financing activities
Dividend paid
24
(135,185)
(64,883)
(91,361)
(98,811)
Shares purchased for employees*
19.2
(28,866)
(985)
(19,508)
(1,500)
Net cash outflows used in financing activities
(164,051)
(65,868)
(110,869)
(100,311)
Net (decrease)/increase in cash and cash equivalents
(17,548)
34,912
(11,856)
53,172
Cash and cash equivalents at beginning of the year
18
171,265
64,913
190,421
145,185
Effects of exchange rate changes on cash and cash equivalents
102,227
71,440
(11,861)
(7,936)
Cash and cash equivalents at end of the period
255,944
171,265
166,704
190,421
*
Shares purchased for employees of $19.59 million, ₦28.99 billion (2023: $ 1.5 million, ₦ 0.99 billion) represent shares purchased in the open market for employees of the Company.
Notes 1 to 29 on pages 260 to 291 are an integral part of these financial statements.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
259
Annual Report and Accounts 2024
Notes to the separate financial statements
For the year ended 31 December 2024
1. Corporate information and business
Seplat Energy Plc (formerly called Seplat Petroleum Development
Company Plc, hereafter referred to as ‘Seplat’ or the ‘Company’) was
incorporated on 17 June 2009 as a private limited liability company and
re-registered as a public company on 3 October 2014, under the
Companies and Allied Matters Act, CAP C20, Laws of the Federation
of Nigeria 2004. The Company commenced operations on 1 August
2010. The Company is principally engaged in oil and gas exploration.
The Company’s registered address is: 16a Temple Road, Ikoyi, Lagos,
Nigeria.
The Company acquired, pursuant to an agreement for assignment
dated 31 January 2010 between the Company, Shell Petroleum
Development Company, TOTAL and AGIP, a 45% participating
interest in the following producing assets:
OML 4, OML 38 and OML 41 located in Nigeria. The total purchase
price for these assets was ₦104 billion ($340 million) paid at the
completion of the acquisition on 31 July 2010 and a contingent
payment of ₦10 billion ($33 million) payable 30 days after the second
anniversary, 31 July 2012, if the average price per barrel of Brent Crude
oil over the period from acquisition up to 31 July 2012 exceeds
₦24,560 ($80) per barrel. ₦110 billion ($358.6 million) was allocated to
the producing assets including ₦5.7 billion ($18.6 million) as the fair
value of the contingent consideration as calculated on acquisition
date. The contingent consideration of ₦10 billion ($33 million) was paid
on 22 October 2012.
On 1 January 2021, Seplat Energy Plc transferred its 45% participating
interest in OML 4, OML 38 and OML 41 (“transferred assets”) to Seplat
West Limited. As a result, Seplat ceased to be a party to the Joint
Operating Agreement in respect of the transferred assets and
became a holding company. Seplat West Limited became a party to
the Joint Operating Agreement in respect of the transferred assets
and assumed its rights and obligations.
On 20 May 2022, following a special resolution by the Board in view of
the Company’s strategy of transitioning into an energy Company
promoting renewable energy, sustainability, and new energy, the
name of the Company was changed from Seplat Petroleum
Development Company Plc to Seplat Energy Plc under the
Companies and Allied Matters Act 2021.
2. Significant changes in the current
accounting period
The following significant changes occurred during the reporting year
ended 31 December 2024:
• On 1 April 2024, Mr. Udoma Udo Udoma became Independent
Non-Executive Chairman and Mr. Bello Rabiu became Senior
Independent Non-Executive Director of the Seplat Energy Board.
• On 1 May 2024, Mrs. Eleanor Adaralegbe joined the Board of
Seplat as an Executive Director and succeeded Mr. Emeka
Onwuka as Chief Financial Officer on 21 May 2024
3. Summary of significant accounting
policies
3.1 Introduction to summary of significant
accounting policies
This note provides a list of the significant accounting policies adopted
in the preparation of these financial statements. These accounting
policies have been applied to all the years presented, unless
otherwise stated.
3.2 Basis of preparation
The financial statements for the year ended 31 December 2024 have
been prepared in accordance with International Financial Reporting
Standards ("IFRS") and interpretations issued by the IFRS
Interpretations Committee (IFRS IC). The financial statements comply
with IFRS as issued by the International Accounting Standards Board
(IASB). Additional information required by National regulations is
included where appropriate.
The financial statements comprise the statement of profit or loss and
other comprehensive income, the statement of financial position, the
statement of changes in equity, the statement of cash flows and the
notes to the financial statements.
The financial statements have been prepared under the going
concern assumption and historical cost convention, except for
contingent liability and consideration, and defined benefit plans – plan
assets measured at fair value. The financial statements are presented
in Nigerian Naira and United States Dollars, and all values are rounded
to the nearest million (₦ million) and thousand ($'000) respectively,
except when otherwise indicated.
Nothing has come to the attention of the directors to indicate that the
Company will not remain a going concern for at least twelve months
from the date of this statement.
3.3 New and amended standards adopted by the
Group
The following standards and amendments became effective for
annual periods beginning on or after 1 January 2024. The Company
has not early adopted any other standard, interpretation or
amendment that has been issued but is not yet effective.
a) Amendments to IAS 1: Classification of Liabilities
as Current and Non-current
In January 2020 and October 2022, the IASB issued amendments to
paragraphs 69 to 76 of IAS 1 to specify the requirements for
classifying liabilities as current or non-current.
The amendments clarify:
• What is meant by a right to defer settlement.
• That a right to defer must exist at the end of the reporting period
• That classification is unaffected by the likelihood that an entity will
exercise its deferral right.
• That only if an embedded derivative in a convertible liability is itself
an equity instrument would the terms of a liability not impact its
classification.
In addition, a requirement has been introduced to require disclosure
when a liability arising from a loan agreement is classified as non-
current and the entity’s right to defer settlement is contingent on
compliance with future covenants within twelve months.
The amendments are effective for annual reporting periods beginning
on or after 1 January 2024 and must be applied retrospectively.
b) Amendments to IFRS 16: Lease Liability in a Sale
and Leaseback
In September 2022, the IASB issued amendments to IFRS 16 to
specify the requirements that a seller-lessee uses in measuring the
lease liability arising in a sale and leaseback transaction, to ensure the
seller-lessee does not recognise any amount of the gain or loss that
relates to the right of use it retains.
The amendments are effective for annual reporting periods beginning
on or after 1 January 2024 and must be applied retrospectively to sale
and leaseback transactions entered into after the date of initial
application of IFRS 16. Earlier application is permitted and that fact
must be disclosed.
The amendments are not expected to have a material impact on the
Group’s financial statements.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
260
Annual Report and Accounts 2024
c) Supplier Finance Arrangements - Amendments to
IAS 7 and IFRS 7
In May 2023, the IASB issued amendments to IAS 7 Statement of
Cash Flows and IFRS 7 Financial Instruments: Disclosures to clarify the
characteristics of supplier finance arrangements and require
additional disclosure of such arrangements. The disclosure
requirements in the amendments are intended to assist users of
financial statements in understanding the effects of supplier finance
arrangements on an entity’s liabilities, cash flows and exposure to
liquidity risk.
The amendments will be effective for annual reporting periods
beginning on or after 1 January 2024. Early adoption is permitted, but
will need to be disclosed.
The amendments are not expected to have a material impact on the
Group’s financial statements.
3.4 Standards issued but not yet effective
The new and amended standards and interpretations that are issued,
but not yet effective, up to the date of issuance of the Company’s
interim financial statements are disclosed below. The Company
intends to adopt these new and amended standards and
interpretations, if applicable, when they become effective. Details of
these new standards and interpretations are set out below:
a) Amendments to IFRS 10 and IAS 28: Selection or
contribution of assets between an investor or joint
venture
The IASB has made limited scope amendments to IFRS 10
Consolidated Financial Statements and IAS 28 Investments in
Associates and Joint Ventures.
The amendments clarify the accounting treatment for sales or
contribution of assets between an investor and their associates or
joint ventures. They confirm that the accounting treatment depends
on whether the non-monetary assets sold or contributed to an
associate or joint venture constitute a "business' (as defined in IFRS 3
Business Combinations).
Where the non-monetary assets constitute a business, the investor
will recognise the full gain or loss on the sale or contribution of assets.
If the assets do not meet the definition of a business, the gain or loss
is recognised by the investor only to the extent of the other investor's
interests in the associate or joint venture. The amendments apply
prospectively.
b) IFRS 18 - Presentation and Disclosure in Financial
Statements
I In April 2024, the IASB issued IFRS 18, which replaces IAS 1
Presentation of Financial Statements. IFRS 18 introduces new
requirements for presentation within the statement of profit or loss,
including specified totals and subtotals. Furthermore, entities are
required to classify all income and expenses within the statement of
profit or loss into one of five categories: operating, investing, financing,
income taxes and discontinued operations, whereof the first three are
new.
It also requires disclosure of newly defined management-defined
performance measures, subtotals of income and expenses, and
includes new requirements for aggregation and disaggregation of
financial information based on the identified ‘roles’ of the primary
financial statements (PFS) and the notes.
IFRS 18, and the amendments to the other standards, is effective for
reporting periods beginning on or after 1 January 2027, but earlier
application is permitted and must be disclosed. IFRS 18 will apply
retrospectively.
c) IFRS 19 - Subsidiaries without Public
Accountability: Disclosures
In May 2024, the IASB issued IFRS 19, which allows eligible entities to
elect to apply its reduced disclosure requirements while still applying
the recognition, measurement and presentation requirements in other
IFRS accounting standards. To be eligible, at the end of the reporting
period, an entity must be a subsidiary as defined in IFRS 10, cannot
have public accountability and must have a parent (ultimate or
intermediate) that prepares consolidated financial statements,
available for public use, which comply with IFRS accounting standards.
IFRS 19 will become effective for reporting periods beginning on or
after 1 January 2027, with early application permitted.
d) Lack of exchangeability - Amendments to IAS 21
In August 2023, the IASB issued amendments to IAS 21 The Effects of
Changes in Foreign Exchange Rates to specify how an entity should
assess whether a currency is exchangeable and how it should
determine a spot exchange rate when exchangeability is lacking. The
amendments also require disclosure of information that enables users
of its financial statements to understand how the currency not being
exchangeable into the other currency affects, or is expected to affect,
the entity’s financial performance, financial position and cash flows.
The amendments will be effective for annual reporting periods
beginning on or after 1 January 2025. Early adoption is permitted, but
will need to be disclosed. When applying the amendments, an entity
cannot restate comparative information.
The amendments are not expected to have a material impact on the
Group’s financial statements.
. Basis of consolidation
i. Subsidiaries
Subsidiaries are all entities (including structured entities) over which
the Parent has control.
The consolidated financial information comprises the financial
statements of the Company and its subsidiaries as at 31 December
2024.
Control is achieved when the Group is exposed, or has rights, to
variable returns from its involvement with the investee and has the
ability
to affect those returns through its power over the investee.
Specifically, the Parent controls an investee if and only if the Group
has:
• Power over the investee (i.e., existing rights that give it the current
ability to direct the relevant activities of the investee);
• Exposure, or rights, to variable returns from its involvement with
the investee; and
• The ability to use its power over the investee to affect its returns.
Subsidiaries are consolidated from the date on which control is
obtained by the Group and are deconsolidated from the date control
ceases.
Generally, there is a presumption that a majority of voting rights results
in control. To support this presumption and when the Group has less
than a majority of the voting or similar rights of an investee, the Group
considers all relevant facts and circumstances in assessing whether it
has power over an investee, including:
• The contractual arrangement(s) with the other vote holders of the
investee
• Rights arising from other contractual arrangements
• The Group’s voting rights and potential voting rights
ii. Change in the ownership interest of subsidiary
The acquisition method of accounting is used to account for business
combinations by the Group.
Non-controlling interests in the results and equity of subsidiaries are
shown separately in the consolidated statement of profit or loss and
other comprehensive income, statement of changes in equity and
statement of financial position respectively.
Intercompany transaction balances and unrealized gains on
transactions between group companies are eliminated. Unrealised
losses are also eliminated unless the transaction provides evidence of
an impairment of the transferred asset. Accounting policies of
subsidiaries have been changed where necessary to ensure
consistency with the policies adopted by the Group.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
261
Annual Report and Accounts 2024
iii. Disposal of subsidiary
Where the Group disposes a subsidiary, it:
• Derecognises the assets (including goodwill) and liabilities of the
subsidiary;
• Derecognises the carrying amount of any non-controlling
interests;
• Derecognises the cumulative translation differences recorded in
equity;
• Recognises the fair value of the consideration received;
• Recognises the fair value of any investment retained;
• Recognises any surplus or deficit in profit or loss; and
• Reclassifies the parent’s share of components previously
recognised in OCI to profit or loss or retained earnings, as
appropriate, as would be required if the Group had directly
disposed of the related assets or liabilities.
iv. Joint arrangements
Under IFRS 11 Joint Arrangements, investments in joint arrangements
are classified as either joint operations or joint ventures. The
classification depends on the contractual rights and obligations of
each investor, rather than the legal structure of the joint arrangement.
Interest in the joint venture is accounted for using the equity method,
after initially being recognised at cost in the consolidated statement of
financial position. All other joint arrangements of the Group are joint
operations.
v. Associates
Associates are all entities over which the Group has significant
influence but not control or joint control. This is generally the case
where the group holds between 20% and 50% of the voting rights.
Investment in associates is accounted for using the equity method of
accounting (see (vi) below) after initially being recognised at cost.
vi. Equity method
Under the equity method of accounting, the Group’s investments are
initially recognised at cost and adjusted thereafter to recognise the
Group’s share of the post-acquisition profits or losses of the investee
in profit or loss, and the Group’s share of movements in other
comprehensive income of the investee in other comprehensive
income. Dividends received or receivable from associates and joint
ventures are recognised as a reduction in the carrying amount of the
investment.
Where the Group’s share of loss in an equity accounting investment
equals or exceeds its interest in the entity, including any other
unsecured long-term receivables, the Group does not recognise
further losses, unless it has incurred obligations or made payments on
behalf of the other party.
Unrealised gains on transactions between the Group and its associate
and joint venture are eliminated to the extent of the Group’s interest in
the entities. Unrealised losses are also eliminated unless the
transaction provides evidence of an impairment of the asset
transferred.
Accounting policies of equity accounted investees are changed
where necessary to ensure consistency with the policies adopted by
the Group.
The carrying amount of equity accounted investments is tested for
impairment in accordance with the policy described in Note 3.14.
vii. Changes in ownership interest
The Group treats transactions with non-controlling interests that do
not result in a loss of control as transactions with equity owners of the
Group.
A change in ownership interest results in an adjustment between the
carrying amounts of the controlling and non-controlling interests to
reflect their relative interests in the subsidiary. Any difference between
the amount of the adjustment to non-controlling interests and any
consideration paid or received is recognised in a separate reserve
within equity attributable to owners of the Group.
When the Group ceases to consolidate or equity account for an
investment because of a loss of control, joint control or significant
influence, any retained interest in the entity is remeasured to its fair
value, with the change in carrying amount recognised in profit or loss.
This fair value becomes the initial carrying amount for the purposes of
subsequently accounting for the retained interest as an associate,
joint venture or financial asset. In addition, any amounts previously
recognised in other comprehensive income in respect of that entity
are accounted for as if the group had directly disposed of the related
assets or liabilities. This may mean that amounts previously
recognised in other comprehensive income are reclassified to profit or
loss.
viii. Accounting for loss of control
When the Group ceases to consolidate a subsidiary because of a joint
control, it does the following:
• deconsolidates the assets (including goodwill), liabilities and non-
controlling interest (including attributable other comprehensive
income) of the former subsidiary from the consolidated financial
position;
• any retained interest (including amounts owed by and to the
former subsidiary) in the entity is remeasured to its fair value, with
the change in carrying amount recognised in profit or loss. This
fair value becomes the initial carrying amount for the purposes of
subsequently accounting for the retained interest as an associate
or a joint venture;
• any amounts previously recognised in other comprehensive
income in respect of that entity are accounted for as if the Group
had directly disposed of the related assets or liabilities. This may
mean that amounts previously recognised in other
comprehensive income are reclassified to profit or loss or
transferred directly to retained earnings if required by other IFRSs;
• the resulting gain or loss, on loss of control, is recognised together
with the profit or loss from the discontinued operation for the
period before the loss of control; and
• the gain or loss on disposal will comprise of the gain or loss
attributable to the portion disposed of and the gain or loss on
remeasurement of the portion retained. The latter is disclosed
separately in the notes to the financial statements. If the ownership
interest in a joint venture is reduced but joint control or significant
influence is retained, only a proportionate share of the amounts
previously recognised in other comprehensive income is
reclassified to profit or loss where appropriate.
ix. Non-controlling interest
The Group recognises non-controlling interests in an acquired entity
either at fair value or at the non-controlling interest’s proportionate
share of the acquired entity’s net identifiable assets. This decision is
made on an acquisition-by-acquisition basis.
x. Goodwill
Goodwill on acquisitions of subsidiaries is included in intangible assets.
Goodwill is not amortised, but it is tested for impairment annually, or
more frequently if events or changes in circumstances indicate that it
might be impaired and is carried at cost less accumulated impairment
losses.
Gains and losses on the disposal of an entity include the carrying
amount of goodwill relating to the entity sold. Goodwill is allocated to
cash-generating units for the purpose of impairment testing. The
allocation is made to those cash-generating units or groups of cash-
generating units that are expected to benefit from the business
combination in which the goodwill arose.
3.5 Functional and presentation currency
Items included in the financial statements are measured using the
currency of the primary economic environment in which the Company
operates (‘the functional currency’), which is the US dollar. The
financial statements are presented in Nigerian Naira and the US
Dollars.
The Company has chosen to show both presentation currencies and
this is allowable by the regulator.
i. Transaction and balances
Foreign currency transactions are translated into the functional
currency using the exchange rates at the dates of the transactions.
Foreign exchange gains and losses resulting from the settlement of
such transactions and from the translation of monetary assets and
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Notes to the separate financial statements continued
Seplat Energy Plc
262
Annual Report and Accounts 2024
liabilities denominated in foreign currencies at year end are generally
recognised in profit or loss.
Foreign exchange gains and losses that relate to borrowings are
presented in the statement of profit or loss, within finance costs. All
other foreign exchange gains and losses are presented in the
statement of profit or loss on a net basis within other income or other
expenses.
Non-monetary items that are measured at fair value in a foreign
currency are translated using the exchange rates at the date when
the fair value was determined. Translation differences on assets and
liabilities carried at fair value are reported as part of the fair value gain
or loss or other comprehensive income depending on where fair value
gain or loss is reported.
ii. Group companies
The results and financial position of foreign operations that have a
functional currency different from the presentation currency are
translated into the presentation currency as follows:
• assets and liabilities for each statement of financial position
presented are translated at the closing rate at the date of the
reporting date.
• income and expenses for statement of profit or loss and other
comprehensive income are translated at average exchange rates
(unless this is not - a reasonable approximation of the cumulative
effect of the rates prevailing on the transaction dates, in which
case income and expenses are translated at the dates of the
transactions), and all resulting exchange differences are
recognised in other comprehensive income.
On disposal of a foreign operation, the component of other
comprehensive income relating to that particular foreign operation is
recognised in profit or loss. Goodwill and fair value adjustments arising
on the acquisition of a foreign operation are treated as assets and
liabilities of the foreign operation and translated at the closing rate.
3.6 Joint arrangements
Under IFRS 11 Joint Arrangements, investments in joint arrangements
are classified as either joint operations or joint ventures. The
classification depends on the contractual rights and obligations of
each investor, rather than the legal structure of the joint arrangement.
The company accounts for Interest in the joint venture at cost.
3.7 Investment in subsidiaries and joint venture
Investment in subsidiaries and joint venture are accounted for at cost
in accordance with IAS 28.
3.8 Property, plant and equipment
Property, plant and equipment are stated at cost, less accumulated
depreciation and accumulated impairment losses.
The initial cost of an asset comprises its purchase price or
construction cost, any costs directly attributable to bringing the asset
into operation, the initial estimate of any decommissioning obligation
and, for qualifying assets, borrowing costs. The purchase price or
construction cost is the aggregate amount paid and the fair value of
any other consideration given to acquire the asset. Where parts of an
item of property, plant and equipment have different useful lives, they
are accounted for as separate items of property, plant and
equipment.
Expenditure on major maintenance refits or repairs comprises the
cost of replacement assets or parts of assets, inspection costs and
overhaul costs. Where an asset or part of an asset that was
separately depreciated and is now written off is replaced and it is
probable that future economic benefits associated with the item will
flow to the entity, the expenditure is capitalised. Inspection costs
associated with major maintenance programs are capitalised and
amortised over the period to the next inspection. Overhaul costs for
major maintenance programmes are capitalised as incurred as long
as these costs increase the efficiency of the unit or extend the useful
life of the asset. All other maintenance costs are expensed as
incurred.
Depreciation
Property, plant and equipment are depreciated on a straight-line basis
over their estimated useful lives. Depreciation commences when an
asset is available for use. The depreciation rate for each class is as
follows:
Plant and machinery
20%
Motor vehicles
25%-30%
Office furniture and IT equipment
10%-33.33%
Building
4%
Land
-
Intangible assets
5%
Leasehold improvements
Over the unexpired
portion of the lease
The expected useful lives and residual values of property, plant and
equipment are reviewed on an annual basis and, if necessary,
changes in useful lives are accounted for prospectively.
Gains or losses on disposal of property, plant and equipment are
determined as the difference between disposal proceeds and
carrying amount of the disposed assets. These gains or losses are
included in profit or loss.
An item of property, plant and equipment and any significant part
initially recognised is derecognised upon disposal (i.e., at the date the
recipient obtains control) or when no future economic benefits are
expected from its use or disposal. Any gain or loss arising on
derecognition of the asset (calculated as the difference between the
net disposal proceeds and the carrying amount of the asset) is
included in the statement of profit or loss when the asset is
derecognized.
3.9 Borrowing costs
Borrowing costs directly attributable to the acquisition, construction or
production of qualifying assets, which are assets that necessarily take
a substantial period of time to get ready for their intended use or sale,
are added to the cost of those assets, until such time as the assets
are substantially ready for their intended use or sale.
Borrowing costs consist of interest and other costs incurred in
connection with the borrowing of funds. These costs may arise from;
specific borrowings used for the purpose of financing the
construction of a qualifying asset, and those that arise from general
borrowings that would have been avoided if the expenditure on the
qualifying asset had not been made. The general borrowing costs
attributable to an asset’s construction is calculated by reference to
the weighted average cost of general borrowings that are
outstanding during the period.
Investment income earned on the temporary investment of specific
borrowings pending their expenditure on the qualifying assets is
deducted from the borrowing costs eligible for capitalisation. All other
borrowing costs are recognised in profit or loss in the period in which
they are incurred.
3.10 Finance income and costs
Finance income
Finance income is recognised in the statement of profit or loss as it
accrues using the effective interest rate (EIR), which is the rate that
exactly discounts estimated future cash payments or receipts through
the expected life of the financial instrument or a shorter period, where
appropriate, to the amortised cost of the financial instrument. The
determination of finance income considers all contractual terms of the
financial instrument as well as any fees or incremental costs that are
directly attributable to the instrument and are an integral part of the
effective interest rate (EIR), but not future credit losses.
Finance costs
Finance costs includes borrowing costs, interest expense calculated
using the effective interest rate method, finance charges in respect of
lease liabilities, the unwinding of the effect of discounting provisions,
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and the amortisation of discounts and premiums on debt instruments
that are liabilities.
3.11 Impairment of non-financial assets
Intangible assets that have an indefinite useful life are not subject to
amortisation and are tested annually for impairment, or more
frequently. Other non–financial assets are tested for impairment
whenever events or changes in circumstances indicate that the
carrying amount may not be recoverable. Individual assets are
grouped for impairment assessment purposes at the lowest level at
which there are identifiable cash flows that are largely independent of
the cash flows of other groups of assets. This should be at a level not
higher than an operating segment.
If any such indication of impairment exists or when annual impairment
testing for an asset group is required, the entity makes an estimate of
its recoverable amount. Such indicators include changes in the
Company’s business plans, changes in commodity prices, evidence of
physical damage and, for oil and gas properties, significant downward
revisions of estimated recoverable volumes or increases in estimated
future development expenditure.
The recoverable amount is the higher of an asset’s fair value less
costs of disposal (‘FVLCD’) and value in use (‘VIU’). The recoverable
amount is determined for an individual asset, unless the asset does
not generate cash inflows that are largely independent of those from
other assets or group of assets, in which case, the asset is tested as
part of a larger cash generating unit to which it belongs. Where the
carrying amount of an asset group exceeds its recoverable amount,
the asset group is considered impaired and is written down to its
recoverable amount.
Non-financial assets that suffered an impairment are reviewed for
possible reversal of the impairment at the end of each reporting
period.
In calculating VIU, the estimated future cash flows are discounted to
their present value using a pre-tax discount rate that reflects current
market assessments of the time value of money and the risks specific
to the asset/CGU. In determining FVLCD, recent market transactions
are taken into account. If no such transactions can be identified, an
appropriate valuation model is used. These calculations are
corroborated by valuation multiples, quoted share prices for publicly
traded companies or other available fair value indicators.
3.12 Cash and cash equivalents
Cash and cash equivalents in the statement of cash flows comprise
cash at banks and at hand and short-term deposits with an original
maturity of three months or less that are readily convertible to known
amounts of cash and which are subject to an insignificant risk of
change in value.
3.13 Financial instruments
IFRS 9 provides guidance on the recognition, classification and
measurement of financial assets and financial liabilities; derecognition
of financial instruments; impairment of financial assets and hedge
accounting. IFRS 9 also significantly amends other standards dealing
with financial instruments such as IFRS 7 Financial Instruments:
Disclosures.
a) Classification and measurement
Financial assets
It is the Company’s policy to initially recognise financial assets at fair
value plus transaction costs, except in the case of financial assets
recorded at fair value through profit or loss which are expensed in
profit or loss.
Classification and subsequent measurement are dependent on the
Company’s business model for managing the asset and the cashflow
characteristics of the asset. On this basis, the Company may classify
its financial instruments at amortised cost, fair value through profit or
loss and at fair value through other comprehensive income.
All the Company’s financial assets as at 31 December 2024 satisfy the
conditions for classification at amortised cost under IFRS 9 except for
derivatives which are reclassified at fair value through profit or loss.
The Company’s financial assets include intercompany receivables,
other receivables, cash and cash equivalents. They are included in
current assets, except for maturities greater than 12 months after the
reporting date. Interest income from these 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 finance income/cost.
Financial liabilities
Financial liabilities of the Company are classified and measured at fair
value on initial recognition and subsequently at amortised cost net of
directly attributable transaction costs, except for derivatives which are
classified and subsequently recognised at fair value through profit or
loss.
Fair value gains or losses for financial liabilities designated at fair value
through profit or loss are accounted for in profit or loss except for the
amount of change that is attributable to changes in the Company’s
own credit risk which is presented in other comprehensive income.
The remaining amount of change in the fair value of the liability is
presented in profit or loss. The Company’s financial liabilities include
trade and other payables.
b) Impairment of financial assets
Recognition of impairment provisions under IFRS 9 is based on the
expected credit loss (ECL) model. The ECL model is applicable to
financial assets classified at amortised cost and contract assets under
IFRS 15: Revenue from Contracts with Customers. The measurement
of ECL reflects an unbiased and probability-weighted amount that is
determined by evaluating a range of possible outcomes, time value of
money and reasonable and supportable information that is available
without undue cost or effort at the reporting date, about past events,
current conditions and forecasts of future economic conditions.
The Company applies the simplified approach or the three-stage
general approach to determine impairment of receivables depending
on their respective nature.
The simplified approach requires expected lifetime losses to be
recognised from initial recognition of the receivables. This involves
determining the expected loss rates using a provision matrix that is
based on the Company’s historical default rates observed over the
expected life of the receivable and adjusted forward-looking
estimates. This is then applied to the gross carrying amount of the
receivable to arrive at the loss allowance for the period.
The three-stage approach assesses impairment based on changes in
credit risk since initial recognition using the past due criterion and
other qualitative indicators such as increase in political concerns or
other macroeconomic factors and the risk of legal action, sanction or
other regulatory penalties that may impair future financial
performance. Financial assets classified as stage 1 have their ECL
measured as a proportion of their lifetime ECL that results from
possible default events that can occur within one year, while assets in
stage 2 or 3 have their ECL measured on a lifetime basis.
Under the three-stage approach, the ECL is determined by projecting
the probability of default (PD), loss given default (LGD) and exposure
at default (EAD) for each ageing bucket and for each individual
exposure. The PD is based on default rates determined by external
rating agencies for the counterparties. The LGD is determined based
on management’s estimate of expected cash recoveries after
considering the historical pattern of the receivable, and it assesses the
portion of the outstanding receivable that is deemed to be
irrecoverable at the reporting period. The EAD is the total amount of
outstanding receivable at the reporting period. These three
components are multiplied together and adjusted for forward looking
information, such as the gross domestic product (GDP) in Nigeria and
crude oil prices, to arrive at an ECL which is then discounted back to
the reporting date and summed. The discount rate used in the ECL
calculation is the original effective interest rate or an approximation
thereof.
Loss allowances for financial assets measured at amortised cost are
deducted from the gross carrying amount of the related financial
assets and the amount of the loss is recognised in profit or loss.
OVERVIEW
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FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Notes to the separate financial statements continued
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c) Significant increase in credit risk and default
definition
The Company assesses the credit risk of its financial assets based on
the information obtained during periodic review of publicly available
information, industry trends and payment records. Based on the
analysis of the information provided, the Company identifies the
assets that require close monitoring.
Furthermore, financial assets that have been identified to be more
than 30 days past due on contractual payments are assessed to
have experienced significant increase in credit risk. These assets are
grouped as part of Stage 2 financial assets where the three-stage
approach is applied.
In line with the Company’s credit risk management practices, a
financial asset is defined to be in default when contractual payments
have not been received at least 90 days after the contractual
payment period. Subsequent to default, the Company carries out
active recovery strategies to recover all outstanding payments due on
receivables. Where the Company determines that there are no
realistic prospects of recovery, the financial asset and any related loss
allowance is written off either partially or in full.
d) Write off policy
The Company writes off financial assets, in whole or in part, when it
has exhausted all practical recovery efforts and has concluded that
there is no reasonable expectation of recovery. Indicators that there is
no reasonable expectation of recovery include:
• ceasing enforcement activity and;
• where the Company's recovery method is foreclosing on collateral
and the value of the collateral is such that there is no reasonable
expectation of recovering in full.
The Company may write-off financial assets that are still subject to
enforcement activity. The outstanding contractual amounts of such
assets written off during the year ended 31 December 2024 was nil,
(2023: nil). The Company seeks to recover amounts it its legally owed
in full but which have been partially written off due to no reasonable
expectation of full recovery.
e) Derecognition
Financial assets
The Company derecognises a financial asset when the contractual
rights to the cash flows from the financial asset expire or when it
transfers the financial asset and the transfer qualifies for
derecognition. Gains or losses on derecognition of financial assets are
recognised as finance income/cost.
Financial liabilities
The Company derecognises a financial liability when it is extinguished
i.e. when the obligation specified in the contract is discharged or
cancelled or expires. When an existing financial liability is replaced by
another from the same lender on substantially different terms, or the
terms of an existing liability are substantially modified, such an
exchange or modification is treated as a derecognition of the original
liability and the recognition of a new liability. The difference in the
respective carrying amounts is recognised immediately in the
statement of profit or loss.
f) Modification
When the contractual cash flows of a financial instrument are
renegotiated or otherwise modified and the renegotiation or
modification does not result in the derecognition of that financial
instrument, the Company recalculates the gross carrying amount of
the financial instrument and recognises a modification gain or
loss immediately within finance income/(cost)-net at the date of the
modification. The gross carrying amount of the financial instrument is
recalculated as the present value of the renegotiated or modified
contractual cash flows that are discounted at the financial
instrument’s original effective interest rate.
g) Offsetting of financial assets and financial liabilities
Financial assets and liabilities are offset and the net amount reported
in the statement of financial position when and only when there is
legally enforceable right to offset the recognised amount, and there is
an intention to settle on a net basis or realise the asset and settle the
liability simultaneously.
The legally enforceable right is not contingent on future events and is
enforceable in the normal course of business, and in the event of
default, insolvency or bankruptcy of the Company or the counterparty.
i) Fair value of financial instruments
The 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 available, the Company
measures the fair value of an instrument using quoted prices in an
active market for that instrument. A market is regarded as active if
quoted prices are readily available and represent actual and regularly
occurring market transactions on an arm’s length basis.
If a market for a financial instrument is not active, the Company
establishes fair value using valuation techniques. Valuation techniques
include using recent arm’s length transactions between
knowledgeable, willing parties (if available), reference to the current fair
value of other instruments that are substantially the same, and
discounted cash flow analysis. The chosen valuation technique makes
maximum use of market inputs, relies as little as possible on estimates
specific to the Company, incorporates all factors that market
participants would consider in setting a price, and is consistent with
accepted economic methodologies for pricing financial instruments.
Inputs to valuation techniques reasonably represent market
expectations and measure the risk-return factors inherent in the
financial instrument. The Company calibrates valuation techniques
and tests them for validity using prices from observable current
market transactions in the same instrument or based on other
available observable market data.
The best evidence of the fair value of a financial instrument at initial
recognition is the transaction price – i.e. the fair value of the
consideration given or received. However, in some cases, the fair
value of a financial instrument on initial recognition may be different to
its transaction price. If such fair value is evidenced by comparison with
other observable current market transactions in the same instrument
(without modification or repackaging) or based on a valuation
technique whose variables include only data from observable
markets, then the difference is recognised in the income statement
on initial recognition of the instrument. In other cases, the difference is
not recognised in the income statement immediately but is
recognised over the life of the instrument on an appropriate basis or
when the instrument is redeemed, transferred or sold, or the fair value
becomes observable.
3.14 Share capital
On issue of ordinary shares any consideration received net of any
directly attributable transaction costs is included in equity. Issued
share capital has been translated at the exchange rate prevailing at
the date of the transaction and is not retranslated subsequent to initial
recognition.
3.15 Earnings per share and dividends
Basic EPS
Basic earnings per share is calculated on the Company’s profit or loss
after taxation and based on the weighted average of issued and fully
paid ordinary shares at the end of the year.
Diluted EPS
Diluted EPS is calculated by dividing the profit or loss after taxation by
the weighted average number of ordinary shares outstanding during
the year plus the weighted average number of ordinary shares that
would be issued on conversion of all the dilutive potential ordinary
shares (after adjusting for outstanding share options arising from the
share-based payment scheme) into ordinary shares.
Dividend
Dividends on ordinary shares are recognised as a liability in the period
in which they are approved.
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3.16 Post-employment benefits
Defined contribution scheme
The Company contributes to a defined contribution scheme for its
employees in compliance with the provisions of the Pension Reform
Act 2014. The scheme is fully funded and is managed by licensed
Pension Fund Administrators. Membership of the scheme is automatic
upon commencement of duties at the Company. The Company’s
contributions to the defined contribution scheme are charged to the
profit and loss account in the year to which they relate.
Employee benefits are all forms of consideration given by an entity in
exchange for service rendered by employees or for the termination of
employment. The Company operates a defined contribution plan, and
it is accounted for based on IAS 19 Employee benefits.
Defined contribution plans are post-employment benefit plans under
which an entity pays fixed contributions into a separate entity (a fund)
and will have no legal or constructive obligation to pay further
contributions if the fund does not hold sufficient assets to pay all
employee benefits relating to employee service in the current and
prior periods. Under defined contribution plans the entity’s legal or
constructive obligation is limited to the amount that it agrees to
contribute to the fund.
Thus, the amount of the post-employment benefits received by the
employee is determined by the amount of contributions paid by an
entity (and perhaps also the employee) to a post-employment benefit
plan or to an insurance company, together with investment returns
arising from the contributions. In consequence, actuarial risk (that
benefits will be less than expected) and investment risk (that assets
invested will be insufficient to meet expected benefits) fall, in
substance, on the employee.
3.17 Provisions
Provisions are recognised when (i) the Company has a present legal
or constructive obligation as a result of past events; (ii) it is probable
that an outflow of economic resources will be required to settle the
obligation as a whole; and (iii) the amount can be reliably estimated.
Provisions are not recognised for future operating losses.
In measuring the provision:
• risks and uncertainties are taken into account;
• the provisions are discounted (where the effects of the time value
of money is considered to be material) using a pre-tax rate that is
reflective of current market assessments of the time value of
money and the risk specific to the liability;
• when discounting is used, the increase of the provision over time
is recognised as interest expense;
• future events such as changes in law and technology, are taken
into account where there is subjective audit evidence that they
will occur; and
• gains from expected disposal of assets are not taken into
account, even if the expected disposal is closely linked to the
event giving rise to the provision.
• Decommissioning
Liabilities for decommissioning costs are recognised as a result of the
constructive obligation of past practice in the oil and gas industry,
when it is probable that an outflow of economic resources will be
required to settle the liability and a reliable estimate can be made. The
estimated costs, based on current requirements, technology and
price levels, prevailing at the reporting date, are computed based on
the latest assumptions as to the scope and method of abandonment.
Provisions are measured at the present value of management’s best
estimates of the expenditure required to settle the present obligation
at the end of the reporting period. The discount rate used to
determine the present value is a pre-tax rate that reflects current
market assessments of the time value of money and the risks specific
to the liability. The increase in the provision due to the passage of time
is recognised as a finance cost. The corresponding amount is
capitalised as part of the oil and gas properties and is amortised on a
unit-of-production basis as part of the depreciation, depletion and
amortisation charge. Any adjustment arising from the estimated cost
of the restoration and abandonment cost is capitalised, while the
charge arising from the accretion of the discount applied to the
expected expenditure is treated as a component of finance costs.
If the change in estimate results in an increase in the
decommissioning provision and, therefore, an addition to the carrying
value of the asset, the Company considers whether this is an
indication of impairment of the asset as a whole, and if so, tests for
impairment in accordance with IAS 36. If, for mature fields, the revised
oil and gas assets net of decommissioning provisions exceed the
recoverable value, that portion of the increase is charged directly to
expense.
3.18 Income taxation
i. Current income tax
The income tax expense or credit for the period is the tax payable on
the current period’s taxable income, based on the applicable income
tax rate for each jurisdiction, adjusted by changes in deferred tax
assets and liabilities attributable to temporary differences and to
unused tax losses. The current income tax charge is calculated based
on the tax laws enacted or substantively enacted at the end of the
reporting period in the countries where the company and its
subsidiaries and associates operate and generate taxable income.
Management periodically evaluates positions taken in tax returns with
respect to situations in which applicable tax regulation is subject to
interpretation. It establishes provisions, where appropriate, based on
amounts expected to be paid to the tax authorities.
ii. Deferred tax
Deferred income tax is provided in full, using the liability method, on
temporary differences arising between the tax bases of assets and
liabilities and their carrying amounts in the financial statements.
Deferred income tax is determined using tax rates (and laws) that
have been enacted or substantially enacted by the end of the
reporting period and are expected to apply when the related deferred
income tax asset is realised or the deferred income tax liability is
settled.
Deferred tax assets are recognised only if it is probable that future
taxable amounts will be available to utilise those temporary
differences and losses. Deferred tax assets and liabilities are offset
where there is a legally enforceable right to offset current tax assets
and liabilities and where the deferred tax balances relate to the same
taxation authority.
Current tax assets and tax liabilities are offset where the entity has a
legally enforceable right to offset and intends either to settle on a net
basis, or to realise the asset and settle the liability simultaneously.
Current and deferred tax is recognised in profit or loss, except to the
extent that it relates to items recognised in other comprehensive
income or directly in equity. In this case, the tax is also recognised in
other comprehensive income or directly in equity, respectively.
iii. Uncertainty over income tax treatments
The Company examines where there is an uncertainty regarding the
treatment of an item, including taxable profit or loss, the tax bases of
assets and liabilities, tax losses and credits and tax rates. It considers
each uncertain tax treatment separately, depending on which
approach better predicts the resolution of the uncertainty. The factors
it considers include:
• how it prepares and supports the tax treatment; and
• the approach that it expects the tax authority to take during an
examination.
If the Company concludes that it is probable that the tax authority will
accept an uncertain tax treatment that has been taken or is expected
to be taken on a tax return, it determines the accounting for income
taxes consistently with that tax treatment. If it concludes that it is not
probable that the treatment will be accepted, it reflects the effect of
the uncertainty in its income tax accounting in the period in which that
determination is made (for example, by recognising an additional tax
liability or applying a higher tax rate).
The Company measures the impact of the uncertainty using methods
that best predicts the resolution of the uncertainty. The Company
uses the most likely method where there are two possible outcomes,
OVERVIEW
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FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Notes to the separate financial statements continued
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and the expected value method when there are a range of possible
outcomes.
The Company assumes that the tax authority with the right to
examine and challenge tax treatments will examine those treatments
and have full knowledge of all related information. As a result, it does
not consider detection risk in the recognition and measurement of
uncertain tax treatments. The Company applies consistent
judgements and estimates on current and deferred taxes. Changes in
tax laws or the presence of new tax information by the tax authority is
treated as a change in estimate in line with IAS 8 - Accounting
policies, changes in accounting estimates and errors.
Judgements and estimates made to recognise and measure the
effect of uncertain tax treatments are reassessed whenever
circumstances change or when there is new information that affects
those judgements. New information might include actions by the tax
authority, evidence that the tax authority has taken a particular
position in connection with a similar item, or the expiry of the tax
authority’s right to examine a particular tax treatment. The absence of
any comment from the tax authority is unlikely to be, in isolation, a
change in circumstances or new information that would lead to a
change in estimate.
3.19 Share based payments
Employees (including senior executives) of the Company receive
remuneration in the form of share-based payments, whereby
employees render services as consideration for equity instruments
(equity-settled transactions).
a) Equity-settled transactions
The cost of equity-settled transactions is determined by the fair value
at the date when the grant is made using an appropriate valuation
model.
That cost is recognised in employee benefits expense together with a
corresponding increase in equity (share-based payment reserve),
over the period in which the service and, where applicable, the
performance conditions are fulfilled (the vesting period). The
cumulative expense recognised for equity-settled transactions at
each reporting date until the vesting date reflects the extent to which
the vesting period has expired and the Company’s best estimate of
the number of equity instruments that will ultimately vest. The expense
or credit in profit or loss for a period represents the movement in
cumulative expense recognised as at the beginning and end of that
period.
Service and non-market performance conditions are not taken into
account when determining the grant date and for fair value of awards,
but the likelihood of the conditions being met is assessed as part of
the Company’s best estimate of the number of equity instruments
that will ultimately vest. Market performance conditions are reflected
within the grant date fair value. Any other conditions attached to an
award, but without an associated service requirement, are considered
to be non-vesting conditions. Non-vesting conditions are reflected in
the fair value of an award and lead to an immediate expensing of an
award unless there are also service and/or performance conditions.
No expense is recognised for awards that do not ultimately vest
because non-market performance and/or service conditions have not
been met. Where awards include a market or non-vesting condition,
the transactions are treated as vested irrespective of whether the
market or non-vesting condition is satisfied, provided that all other
performance and/or service conditions are satisfied. When the terms
of an equity-settled award are modified, the minimum expense
recognised is the grant date fair value of the unmodified award,
provided the original terms of the award are met. An additional
expense, measured as at the date of modification, is recognised for
any modification that increases the total fair value of the share-based
payment transaction, or is otherwise beneficial to the employee.
Where an award is cancelled by the entity or by the counterparty, any
remaining element of the fair value of the award is expensed
immediately through profit or loss. The dilutive effect of outstanding
awards is reflected as additional share dilution in the computation of
diluted earnings per share.
4. Significant accounting judgements,
estimates and assumptions
The preparation of the Company’s historical financial information
requires management to make judgements, estimates and
assumptions that affect the reported amounts of revenues, expenses,
assets and liabilities, and the accompanying disclosures, and the
disclosure of contingent liabilities. Uncertainty about these
assumptions and estimates could result in outcomes that require a
material adjustment to the carrying amount of assets or liabilities
affected in future periods.
4.1. Estimates and assumptions
The key assumptions concerning the future and other key sources of
estimation uncertainty at the reporting date that have a significant risk
of causing a material adjustment to the carrying amounts of assets
and liabilities within the next financial year are described below. The
Company based its assumptions and estimates on parameters
available when the financial statements were prepared. Existing
circumstances and assumptions about future developments may
change due to market changes or circumstances arising that are
beyond the control of the Company. Such changes are reflected in
the assumptions when they occur.
i. Share-based payment reserve
Estimating fair value for share-based payment transactions requires
determination of the most appropriate valuation model, which
depends on the terms and conditions of the grant. This estimate also
requires determination of the most appropriate inputs to the valuation
model including the expected life of the share award or appreciation
right, volatility and dividend yield and making assumptions about them.
The Company measures the fair value of equity-settled transactions
with employees at the grant date. The assumptions and models used
for estimating fair value for share-based payment transactions are
disclosed in Note 19.4.
The Company makes estimates and assumptions concerning the
future. The resulting accounting estimates will, by definition, seldom
equal the related actual results. Such estimates and assumptions 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.
ii. Useful life of other property, plant and equipment
The Company recognises depreciation on other property, plant and
equipment on a straight-line basis in order to write-off the cost of the
asset over its expected useful life. The economic life of an asset is
determined based on existing wear and tear, economic and technical
ageing, legal and other limits on the use of the asset, and
obsolescence. If some of these factors were to deteriorate materially,
impairing the ability of the asset to generate future cash flow, the
Company may accelerate depreciation charges to reflect the
remaining useful life of the asset or record an impairment loss.
OVERVIEW
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ADDITIONAL INFORMATION
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5. Financial risk management
5.1 Financial risk factors
The Company’s activities expose it to a variety of financial risks such as market risk (foreign exchange risk), credit risk and liquidity risk. The
Company’s risk management programme focuses on the unpredictability of financial markets and seeks to minimise potential adverse effects on
the Company’s financial performance.
Risk management is carried out by the treasury department under policies approved by the Board of Directors. The Board provides written
principles for overall risk management, as well as written policies covering specific areas, such as foreign exchange risk, credit risk and investment
of excess liquidity.
Risk
Exposure arising from
Measurement
Management
Market risk – foreign exchange
Future commercial transactions
Recognised financial assets
and liabilities not denominated
in US dollars.
Cash flow forecasting
Sensitivity analysis
Match and settle foreign
denominated cash inflows with
the relevant cash outflows to
mitigate any potential foreign
exchange risk.
Market risk – interest rate
Long term borrowings at
variable rate
Sensitivity analysis
None
Market risk – commodity prices
Derivative financial instruments
Sensitivity analysis
Oil price hedges
Credit risk
Cash and bank balances, trade
receivables and derivative
financial instruments.
Ageing analysis
Credit ratings
Diversification of bank deposits
Liquidity risk
Borrowings and other liabilities
Rolling cash flow forecasts
Availability of committed credit
lines and borrowing facilities
5.1.1 Foreign exchange risk
The Company has transactional currency exposures that arise from sales or purchases in currencies other than the respective functional
currency. The Company is exposed to exchange rate risk to the extent that balances and transactions are denominated in a currency other than
the US dollar.
The Company holds the majority of its bank balances equivalents in US dollar. However, the Company does maintain deposits in Naira in order to
fund ongoing general and administrative activities and other expenditure incurred in this currency. Other monetary assets and liabilities which give
rise to foreign exchange risk include trade and other receivables, trade and other payables.
The following table demonstrates the carrying value of monetary assets and liabilities (denominated in Naira) exposed to foreign exchange risks
at the reporting date:
31 Dec 2024
31 Dec 2023
31 Dec 2024
31 Dec 2023
₦ million
₦ million
$'000
$'000
Financial assets
Cash and cash equivalents
79,448
153,478
153,018
170,646
Trade and other receivables
67,824
1,504
2,736
1,672
147,272
154,982
155,754
172,318
Financial liabilities
Trade and other payables
(18,883)
(599)
(12,299)
(666)
Net exposure to foreign exchange risk
128,389
154,383
143,455
171,652
The following table demonstrates the carrying value of monetary assets and liabilities exposed to foreign exchange risks for pound exposures at
the reporting date:
31 Dec 2024
31 Dec 2023
31 Dec 2024
31 Dec 2023
₦ million
₦ million
$'000
$'000
Financial assets
Cash and cash equivalents
2,774
1,175
1,807
1,306
Trade and other receivables
5,177
—
3,372
—
7,951
1,175
5,179
1,306
Sensitivity to foreign exchange risk is based on the Company’s net exposure to foreign exchange risk due to Naira and pound denominated
balances. If the Naira strengthens or weakens by the following thresholds, the impact is as shown in the table below:
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Notes to the separate financial statements continued
Seplat Energy Plc
268
Annual Report and Accounts 2024
Increase/decrease in foreign exchange risk
Effect on
profit
before tax
Effect on
other
components
of equity
before tax
Effect on
profit
before tax
Effect on
other
components
of equity
before tax
2024
2024
2024
2024
₦ million
₦ million
$'000
$'000
+10%
(200,115)
(130,341)
-0.1
24,471
15,939
Effect on profit
before tax
Effect on other
components
of equity
before tax
Effect on profit
before tax
Effect on other
components
of
equity before
tax
2023
2023
2023
2023
Increase/decrease in foreign exchange risk
₦ million
₦ million
$'000
$'000
+10%
(14,035)
—
(15,605)
—
(10)%
17,154
—
19,072
—
If the Pound strengthens or weakens by the following thresholds, the impact is as shown in the table below:
Increase/decrease in foreign exchange risk
Effect on
profit
before tax
Effect on
other
components
of equity
before tax
Effect on
profit
before tax
Effect on
other
components
of equity
before tax
2024
2024
2024
2024
₦ million
₦ million
$'000
$'000
+10%
(723)
(723)
(471)
—
(10)%
883
883
575
—
Effect on profit
before tax
Effect on other
components
of equity
before tax
Effect on profit
before tax
Effect on other
components
of
equity before
tax
2023
2023
2023
2023
Increase/decrease in foreign exchange risk
₦ million
₦ million
$’000
$’000
+10%
(107)
—
(119)
—
(10)%
131
—
145
—
5.1.2 Credit risk
Credit risk refers to the risk of a counterparty defaulting on its contractual obligations resulting in financial loss to the Company. Credit risk arises
from cash and intercompany receivables.
a) Risk management
The credit risk on cash and cash equivalents is managed through the diversification of banks in which cash and cash equivalents are held. This
risk on cash is limited because the majority of deposits are with banks that have an acceptable credit rating assigned by an international credit
agency. The Company’s maximum exposure to credit risk due to default of the counterparty is equal to the carrying value of its financial assets.
The maximum exposure to credit risk as at the reporting date is:
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Trade and other receivables (Gross)
4,289,003
1,512,862 2,793,006 1,682,096
Cash and cash equivalent (Gross)
259,185
179,218
166,871
199,265
Gross amount
4,548,188 1,692,080 2,959,877
1,881,361
Impairment reversal /(charge) of receivables
(8,421)
(3,602)
(5,485)
(5,485)
Net amount
4,539,767 1,688,478 2,954,392 1,875,876
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
269
Annual Report and Accounts 2024
b) Impairment of financial assets
The Company has two types of financial assets that are subject to IFRS 9’s expected credit loss model. The impairment of receivables is
disclosed in the table below.
• Cash and cash equivalents
• Intercompany receivables
Reconciliation of impairment on financial assets;
Notes
₦ million
$'000
As at 1 January 2024
3,638
5,485
Decrease in provision for Intercompany receivables
17.2
—
—
Exchange difference
4,783
—
As at 31 December 2024
8,421
5,485
Notes
₦ million
US $'000
As at 1 January 2023
23
52
Decrease in provision for Intercompany receivables
17.2
3,602
5,485
Exchange difference
13
—
Impairment charge to the profit or loss
3,615
5,485
As at 31 December 2023
3,638
5,537
The parameters used to determine impairment for intercompany receivables are shown below. For all receivables presented in the table, the
respective 12-month Probability of Default (PD) equate the Lifetime PD for stage 2 as the maximum contractual period over which the Company is
exposed to credit risk arising from the receivables is less than 12 months.
Intercompany receivables
Short-term fixed deposits
Probability of Default
(PD)
The 12-month sovereign cumulative PD for base case,
ownturn and upturn respectively is 5.44%, 5.55%, and
5.36%, for stage 1 and stage 2. The PD for stage 3 is
100%.
The PD for base case, downturn and upturn is 5.44%,
5.55%, and 5.36%, respectively for stage 1 and stage 2.
The PD for stage 3 is 100%.
Loss Given Default
(LGD)
The 12-month LGD and lifetime LGD were determined
using Moody’s recovery rate and mapped based on the
priority ating
The 12-month LGD and lifetime LGD were determined
using Moody’s recovery rate and mapped based on the
priority rating of the receivable, for emerging economies
Exposure at default
(EAD)
The EAD is the maximum exposure of the receivable to
credit risk.
The EAD is the maximum exposure of the short-term
fixed deposits to credit risk.
Macroeconomic
indicators
The historical inflation and Brent oil price were used.
The historical gross domestic product (GDP) growth rate
in Nigeria and crude oil price were used.
Probability
weightings
29.69%, 32.03%, and 38.28%, was used as the weights
for the base, upturn and downturn ECL modelling
scenarios
29.69%, 32.03%, and 38.28%, was used as the weights
for the base, upturn and downturn ECL modelling
scenarios respectively.
The Company considers both quantitative and qualitative indicators in classifying its receivables into the relevant stages for impairment
calculation.
Impairment of financial assets are recognised in three stages on an individual or collective basis as shown below:
• Stage 1: This stage includes financial assets that are less than 30 days past due (Performing).
• Stage 2: This stage includes financial assets that have been assessed to have experienced a significant increase in credit risk using the
days past due criteria (i.e. the outstanding receivables amounts are more than 30 days past due but less than 90 days past due) and other
qualitative indicators such as the increase in political risk concerns or other micro-economic factors and the risk of legal action, sanction or
other regulatory penalties that may impair future financial performance.
• Stage 3: This stage includes financial assets that have been assessed as being in default (i.e. receivables that are more than 90 days past due)
or that have a clear indication that the imposition of financial or legal penalties and/or sanctions will make the full recovery of indebtedness
highly improbable.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Notes to the separate financial statements continued
Seplat Energy Plc
270
Annual Report and Accounts 2024
i. Cash and cash equivalent
Short term fixed deposits
The Company applies the IFRS 9 general model for measuring expected credit losses (ECL) which uses a three-stage approach in recognising
the expected loss allowance for cash and cash equivalents. The ECL was calculated as the probability weighted estimate of the credit losses
expected to occur over the contractual period of the facility after considering macroeconomic indicators. Based on this assessment, they
identified the expected credit loss to be nil as at 31 December 2024.
ii. Other cash and cash equivalents
The company assessed the other cash and cash equivalents to determine their expected credit losses. Based on this assessment, they identified
the expected credit loss to be nil as at 31 December 2024 (2023: nil). The assets are assessed to be in stage 1.
Credit quality of cash and cash equivalents (including restricted cash)
The credit quality of the Company’s cash and cash equivalents is assessed based on external credit ratings (Fitch national long-term ratings) as
shown below:
Dec 2024
Dec 2023
Dec 2024
Dec 2023
₦ million
₦ million
$'000
$'000
Non rated
9,757
127,367
6,355
141,614
BBB-
–
35,780
–
39,782
B-
20,415
13,297
A
212,100
16,097
138,147
17,898
A+
1,122
128
731
142
AA-
15,528
10,114
AAA
1,013
614
660
683
259,936
179,986
169,304
200,119
Allowance for impairment recognised during the year (Note 18)
(256)
(150)
(167)
(167)
Net cash and cash bank balances
259,679
179,836
169,137
199,952
iii. Intercompany receivables
Dec 2024
Stage 1
Stage 2
Stage 3
Total
12-month ECL
Lifetime ECL
Lifetime ECL
₦ million
₦ million
₦ million
₦ million
Gross Exposure at Default (EAD)
4,289,787
—
— 4,289,787
Loss Allowance
(8,421)
—
—
(8,421)
Net Exposure at Default (EAD)
4,281,366
—
— 4,281,366
Dec 2023
Stage 1
Stage 2
Stage 3
Total
12-month ECL
Lifetime ECL
Lifetime ECL
₦ million
₦ million
₦ million
₦ million
Gross Exposure at Default (EAD)
1,514,359
—
—
1,514,359
Loss Allowance
(4,933)
—
—
(4,933)
Net Exposure at Default (EAD)
1,509,426
—
— 1,509,426
Dec 2024
Stage 1
Stage 2
Stage 3
Total
12-month ECL
Lifetime ECL
Lifetime ECL
$'000
$'000
$'000
$'000
Gross Exposure at Default (EAD)
2,794,067
—
— 2,794,067
Loss Allowance
(5,485)
—
—
(5,485)
Net Exposure at Default (EAD)
2,788,582
—
— 2,788,582
Dec 2023
Stage 1
Stage 2
Stage 3
Total
12-month ECL
Lifetime ECL
Lifetime ECL
$'000
$'000
$'000
$'000
Gross Exposure at Default (EAD)
1,683,756
—
— 1,683,756
Loss Allowance
(5,485)
—
—
(5,485)
Net Exposure at Default (EAD)
1,678,271
—
— 1,678,271
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
271
Annual Report and Accounts 2024
v. Receivables from ANOH
Dec 2024
Stage 1
Stage 2
Stage 3
Total
12-month ECL
Lifetime ECL
Lifetime ECL
₦ million
₦ million
₦ million
₦ million
Gross Exposure at Default (EAD)
1,117
—
—
1,117
Loss Allowance
(80)
—
—
(80)
Net Exposure at Default (EAD)
1,038
—
—
1,038
Dec 2024
Stage 1
Stage 2
Stage 3
Total
12-month ECL
Lifetime ECL
Lifetime ECL
$'000
$'000
$'000
US$'000
Gross Exposure at Default (EAD)
728
—
—
728
Loss Allowance
(52)
—
—
(52)
Net Exposure at Default (EAD)
676
—
—
676
Dec 2023
Stage 1
Stage 2
Stage 3
Total
12-month ECL
Lifetime ECL
Lifetime ECL
₦ million
₦ million
₦ million
₦ million
Gross Exposure at Default (EAD)
830
—
—
830
Loss Allowance
(47)
—
—
(47)
Net Exposure at Default (EAD)
783
—
—
783
Dec 2023
Stage 1
Stage 2
Stage 3
Total
12-month ECL
Lifetime ECL
Lifetime ECL
$'000
$'000
$'000
US$'000
Gross Exposure at Default (EAD)
975
—
—
975
Loss Allowance
(52)
—
—
(52)
Net Exposure at Default (EAD)
923
—
—
923
c. Maximum exposure to credit risk – financial instruments subject to impairment
The Company estimated the expected credit loss on Intercompany receivables and fixed deposits by applying the general model. The gross
carrying amount of financial assets represents the Company’s maximum exposure to credit risks on these assets.
All financial assets impaired using the General model (Intercompany and Fixed deposits) are graded under the standard monitoring credit grade
(rated B under Standard and Poor’s unmodified ratings) and are classified under Stage 1.
d) Roll forward movement in loss allowance
The loss allowance recognised in the period is impacted by a variety of factors, as described below:
• Additional allowances for new financial instruments recognised during the period, as well as releases for financial instruments derecognised
in the period;
• Discount unwind within ECL due to passage of time, as ECL is measured on a present value basis;
• Foreign exchange retranslation for assets dominated in foreign currencies and other movements; and Financial assets derecognised during
the period and write-off of receivables and allowances related to assets.
e. Estimation uncertainty in measuring impairment loss
The table below shows information on the sensitivity of the carrying amounts of the Company’s financial assets to the methods, assumptions and
estimates used in calculating impairment losses on those financial assets at the end of the reporting period. These methods, assumptions and
estimates have a significant risk of causing material adjustments to the carrying amounts of the Company’s financial assets.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Notes to the separate financial statements continued
Seplat Energy Plc
272
Annual Report and Accounts 2024
i. Expected cashflow recoverable
The table below demonstrates the sensitivity of the Company’s profit before tax to a 20% change in the expected cashflows from financial
assets, with all other variables held constant:
Effect on
profit before
tax
Effect on
other
components
of profit
before tax
Effect on
profit before
tax
Effect on
other
components
of
profit before
tax
2024
2024
2024
2024
₦ million
₦ million
$’000
$’000
Increase/decrease in estimated cash flows
+20%
(4,341)
—
(2,827)
—
-20%
4,341
—
2,827
—
Effect on profit
before tax
Effect on other
components
of profit before
tax
Effect on profit
before tax
Effect on other
components
of
profit before
tax
2023
2023
2023
2023
₦ million
₦ million
$’000
$’000
Increase/decrease in estimated cash flows
+20%
(3,754)
—
(4,174)
—
-20%
3,754
—
4,174
—
ii) Significant unobservable inputs
The table below demonstrates the sensitivity of the Company’s profit before tax to movements in the probability of default (PD) and loss given
default (LGD) for financial assets, with all other variables held constant:
Effect on
profit before
tax
Effect on
other
components
of equity
before tax
Effect on
profit before
tax
Effect on
other
components
of equity
before tax
2024
2024
2024
2024
Increase/decrease in loss given default
₦ million
₦ million
$'000
$'000
+10%
(172)
—
(262)
—
-10%
172
—
262
—
Effect on profit
before tax
Effect on other
components
of equity
before tax
Effect on profit
before tax
Effect on other
components
of equity
before tax
2023
2023
2023
2023
Increase/decrease in loss given default
₦ million
₦ million
$'000
$'000
+10%
(172)
—
(262)
—
-10%
172
—
262
—
The table below demonstrates the sensitivity of the Company’s profit before tax to movements in probabilities of default, with all other variables
held constant
Effect on
profit before
tax
Effect on
other
components
of equity
before tax
Effect on
profit before
tax
Effect on
other
components
of equity
before tax
2024
2024
2024
2024
Increase/decrease in probability of default
₦ million
₦ million
$'000
$'000
+10%
(139)
—
(212)
—
-10%
139
—
212
—
Effect on profit
before tax
Effect on other
components
of equity
before tax
Effect on profit
before tax
Effect on other
components
of equity
before tax
2023
2023
2023
2023
Increase/decrease in probability of default
₦ million
₦ million
$'000
$'000
+10%
(139)
—
(212)
—
-10%
139
—
212
—
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
273
Annual Report and Accounts 2024
The table below demonstrates the sensitivity of the Company’s profit before tax to movements in the forward-looking macroeconomic indicators,
with all other variables held constant:
Effect on
profit before
tax
Effect on
other
components
of equity
before tax
Effect on
profit before
tax
Effect on
other
components
of equity
before tax
2024
2024
2024
2024
Increase/decrease in forward looking macroeconomic indicators
₦ million
₦ million
$'000
$'000
+10%
(149)
—
(227)
—
-10%
149
—
227
—
Effect on profit
before tax
Effect on other
components
of equity
before tax
Effect on profit
before tax
Effect on other
components
of equity
before tax
2023
2023
2023
2023
Increase/decrease in forward looking macroeconomic indicators
₦ million
₦ million
$'000
$'000
+10%
(149)
—
(227)
—
-10%
149
—
227
—
5.1.3 Liquidity risk
Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they fall due. The Company manages liquidity risk by
ensuring that enough funds are available to meet its commitments as they fall due.
The Company uses both long-term and short-term cash flow projections to monitor funding requirements for activities and to ensure there are
enough cash resources to meet operational needs. Cash flow projections take into consideration the Company’s debt financing plans and
covenant compliance. Surplus cash held is transferred to the treasury department which invests in interest bearing current accounts and time
deposits.
The following table details the Company’s remaining contractual maturity for its non-derivative financial liabilities with agreed maturity periods. The
table has been drawn based on the undiscounted cash flows of the financial liabilities based on the earliest date on which the Company can be
required to pay.
The table below represents the trade and other payable for 2024.
Effective
interest rate
Less than
1 year
1 – 2
year
2 – 3
years
3 – 5
years
Total
%
₦ million
₦ million
₦ million
₦ million
₦ million
31 December 2024
Trade and other payables
5,778,548
-
-
- 5,778,548
Total
5,778,548
-
-
- 5,778,548
Effective
interest rate
Less than
1 year
1 – 2
year
2 – 3
years
3 – 5
years
Total
%
$'000
$'000
$'000
$'000
$'000
31 December 2024
Trade and other payables
3,763,734
-
-
- 3,763,734
Total
3,763,734
-
-
- 3,763,734
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Notes to the separate financial statements continued
Seplat Energy Plc
274
Annual Report and Accounts 2024
5.1.4 Fair value measurements
Set out below is a comparison by category of carrying amounts and fair value of all financial instruments:
Carrying amount
Fair value
31 Dec 2024
31 Dec 2023
31 Dec 2024
31 Dec 2023
₦ million
₦ million
₦ million
₦ million
Financial assets measured at amortised cost
Trade and other receivables
4,288,158
1,512,473 4,288,158
1,512,473
Cash and cash equivalents
255,944
171,265
255,944
171,265
4,544,102 1,683,738 4,544,102 1,683,738
Financial liabilities measured at amortised cost
Trade and other payables
5,778,549 2,325,563 5,778,549 2,325,563
5,778,549 2,325,563 5,778,549 2,325,563
Carrying amount
Fair value
31 Dec 2024
31 Dec 2023
31 Dec 2024
31 Dec 2023
$'000
$'000
$’000
$’000
Financial assets at amortised cost
Trade and other receivables
2,793,006
1,681,660 2,793,006
1,681,660
Cash and cash equivalents
166,871
190,421
166,871
190,421
2,959,877
1,872,081 2,959,877
1,872,081
Financial liabilities measured at amortised cost
Trade and other payables
3,763,815 2,585,699 3,763,815 2,585,699
3,763,815 2,585,699 3,763,815 2,585,699
Trade and other payables (exclude non-financial liabilities such as provisions, taxes, pension and other non-contractual payables), trade and other
receivables (excluding prepayments) and cash and cash equivalents are financial instruments whose carrying amounts as per the financial
statements approximate their fair values. This is mainly due to their short-term nature.
5.1.5 Fair Value Hierarchy
As at the reporting period, the Company had classified its financial instruments into the three levels prescribed under the accounting standards.
These are all recurring fair value measurements. There were no transfers of financial instruments between fair value hierarchy levels during the
year.
• Level 1 – Quoted (unadjusted) market prices in active markets for identical assets or liabilities.
• Level 2 – Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly or indirectly
observable.
• Level 3 – Valuation techniques for which the lowest level input that is significant to the fair value measurement is unobservable.
The fair value of the financial instruments is included at 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.
The carrying amounts of the financial instruments are the same as their fair values.
5.2 Capital management
The Company’s objective when managing capital is to safeguard the Company’s ability to continue as a going concern in order to provide returns
for shareholders and benefits for other stakeholders, to maintain optimal capital structure and reduce cost of capital. Consistent with others in the
industry, the Company monitors capital based on the following gearing ratio, net debt divided by total capital. Net debt is calculated as trade and
other payables less cash and cash equivalents.
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Trade and other payables
5,778,549
2,325,563
3,763,733
2,585,699
Less: cash and cash equivalents
(255,939)
(171,265)
(166,704)
(190,421)
Net debt
5,522,610
2,154,298
3,597,030 2,395,278
Total equity
2,136,659
1,318,819
1,391,677
1,466,344
Total capital
7,659,269
3,473,117
4,988,706 3,861,622
Net debt (net debt/total capital) ratio
72 %
62 %
72 %
62 %
Capital includes share capital, share premium, capital contribution and all other equity reserves.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
275
Annual Report and Accounts 2024
6. Segment reporting
The Company have no operating or reportable segment.
7. Other Income/(loss)
31 Dec 2024
31 Dec 2023
31 Dec 2024
31 Dec 2023
₦ million
₦ million
$'000
$'000
Loss on foreign exchange
(17,551)
(5,064)
(11,861)
(7,709)
Dividend income
118,374
—
80,000
—
Loss on disposal of property, plant & equipment
(230)
—
(155)
—
100,593
(5,064)
67,984
(7,709)
Dividend income relates to dividend of ($80 million, ₦ 118.4 billion) from Eland a subsidiary of Seplat Plc.
8. General and administrative expenses
31 Dec 2024
31 Dec 2023
31 Dec 2024
31 Dec 2023
₦ million
₦ million
$'000
$'000
Depreciation (Note 13)
645
291
436
444
Professional & Consulting Fees
57,886
26,537
39,120
40,414
Auditor's remuneration
194
7
131
11
Directors' emoluments (executives)
88
175
59
267
Directors' emoluments (non - executive)
6,887
2,493
4,654
3,797
Employee benefits (Note 8.1)
5,473
1,650
3,699
2,511
Flights and other travel costs
5,919
2,325
4,000
3,540
Other general expenses
9,575
6,020
6,471
9,168
86,667
39,498
58,570
60,152
Seplat Energy Plc Executive Directors’ emoluments are largely borne by its subsidiaries.
Other general expenses relate to costs such as office maintenance costs, telecommunication costs, logistics costs and others.
Professional and consulting fees in the current period is mainly due to professional fees associated with the MPNU transaction..
8.1 Salaries and employee related costs include the following:
31 Dec 2024
31 Dec 2023
31 Dec 2024
31 Dec 2023
₦ million
₦ million
$'000
$'000
Basic salary
2,705
972
1,829
1,481
Other allowances
364
148
245
223
Share based payment expenses
2,404
530
1,625
807
5,473
1,650
3,699
2,511
9. Impairment losses on financial assets
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Impairment loss on intercompany receivables - net
—
3,602
—
5,485
—
3,602
—
5,485
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Notes to the separate financial statements continued
Seplat Energy Plc
276
Annual Report and Accounts 2024
10. Finance income
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Interest income
12,190
5,350
8,238
8,147
Finance costs - net
12,190
5,350
8,238
8,147
Finance income represents interest on short-term fixed deposits.
11. Taxation
Deferred tax assets have not been recognised in respect of the following items because of the uncertainty around the availability of future taxable
profits against which the Company can use the benefits therefrom.
2024
2023
2024
2023
₦ million
₦ million
$’000
$’000
Unutilised capital allowance
1,796
1,052
1,170
1,170
Unrealised foreign exchange
4,938
2,892
3,216
3,216
Unrecognised deferred tax asset
6,734
3,944
4,386
4,386
12. Computation of cash generated from operations
2024
2023
2024
2023
Notes
₦ million
₦ million
$'000
$'000
Profit/(loss) before tax
26,116
(42,814)
17,652
(65,199)
Adjusted for:
Depreciation of property, plant and equipment
8
645
292
436
444
Interest income
10
(12,190)
(5,350)
(8,238)
(8,147)
Impairment loss/(gain) on financial assets
9
—
3,602
—
5,485
Unrealised foreign exchange (gain)/loss
10
17,551
(5,062)
11,861
(7,709)
Share based payment expenses
8.1
2,404
530
1,625
807
Loss on disposal of other PPE
7
230
—
155
Dividend income
7
(118,374)
—
(80,000)
—
Changes in working capital: (excluding the effects of exchange
differences)
Trade and other receivables
(1,644,436)
(47,044) (1,111,346)
(71,644)
Prepayments
(6,559)
(121)
(4,433)
(184)
Trade and other payables
1,743,113
192,499 1,178,033
293,161
Net cash from operating activities
8,500
96,532
5,747
147,014
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
277
Annual Report and Accounts 2024
13. Property, plant and equipment
Plant &
machinery
Motor vehicle
Office furniture &
IT Equipment
Leasehold
improvements
Total
Cost
₦ million
₦ million
₦ million
₦ million
₦ million
As at 1 January 2024
37
1,415
171
197
1,820
Additions
—
252
418
(378)
292
Reclassification
39
(88)
(44)
93
—
Disposal
—
(304)
—
—
(304)
Exchange difference
28
994
132
130
1,283
As at 31 December 2024
104
2,269
677
42
3,091
Depreciation
As at 1 January 2024
25
648
160
7
840
Charge for the year
13
413
211
8
645
Disposal
—
(74)
—
—
(74)
Exchange difference
17
470
121
6
614
As at 31 December 2024
55
1,457
492
21
2,024
NBV
49
813
185
21
1,067
Cost
As at 1 January 2023
18
601
83
196
898
Additions
—
7
3
—
10
Reclassification
—
—
—
(145)
—
Exchange difference
19
—
—
—
912
As at 31 December 2023
37
1,415
171
197
1,820
Depreciation
As at 1 January 2023
9
194
14
1
218
Charge for the year
5
186
97
3
291
Exchange difference
11
268
49
3
331
As at 31 December 2023
25
648
160
7
840
NBV
At 31 December 2023
12
767
11
190
980
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Notes to the separate financial statements continued
Seplat Energy Plc
278
Annual Report and Accounts 2024
Plant &
machinery
Motor vehicle
Office furniture &
IT Equipment
Leasehold
improvements
Total
Cost
$'000
$'000
$'000
$'000
$'000
As at 1 January 2024
41
1,573
189
218
2,021
Additions
—
170
282
(255)
197
Reclassification
27
(59)
(30)
64
—
Disposal
—
(206)
—
—
(206)
As at 31 December 2024
68
1,478
441
27
2,013
Depreciation
At 1 January 2024
27
720
178
8
933
Charge for the year
8
279
143
6
436
Impairment loss
—
—
—
—
—
Disposal
—
(50)
—
—
(50)
At 31 December 2024
35
949
321
14
1,319
NBV
32
529
121
13
694
Cost
At 1 January 2023
41
1,342
184
439
2,006
Additions
—
10
5
—
15
Reclassification
—
221
—
(221)
—
At 31 December 2023
41
1,573
189
218
2,021
Depreciation
At 1 January 2023
19
437
30
3
489
Charge for the year
8
283
147
5
444
At 31 December 2023
27
720
177
8
933
NBV
At 31 December 2023
14
853
12
210
1,089
14. Prepayments
Dec 2024
Dec 2023
Dec 2024
Dec 2023
Non current
₦ million
₦ million
$'000
$'000
Short term prepayments
7,423
362
4,835
402
7,423
362
4,835
402
14.1 Short term prepayments
Included in short term prepayment are prepaid service charge expenses for health insurance and motor insurance premium.
15. Investment in subsidiaries
2024
2023
2024
2023
₦ million
₦ million
$’000
$’000
Newton Energy Limited
1,459
855
950
950
Seplat Energy UK Limited
77
45
50
50
Seplat East Onshore Limited
4,694
1,446
3,057
1,608
Seplat East Swamp Company Limited
49
29
32
32
Seplat Gas Company Limited
49
29
32
32
Eland Oil and Gas Limited
748,749
438,619
487,683
487,683
Seplat West Limited
2,281,278
1,320,778 1,485,865
1,468,521
Seplat Energy Investment Limited
10
—
6
—
Turnkey Drilling Limited
35
21
23
23
Seplat Energy Offshore Limited
37
22
24
24
3,036,437
1,761,844 1,977,722 1,958,923
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
279
Annual Report and Accounts 2024
15.1 Interest in subsidiaries
Percentage of
ownership interest
Carrying amount
Name of entity
Country of
incorporation & place
of business
As at 31
December
2024
As at 31
December
2023
As at 31
December
2024
As at 31
December
2023
As at 31
December
2024
As at 31
December
2023
%
%
₦ million
₦ million
$'000
$'000
Newton Energy Limited
Nigeria
99.9
99.9
855
855
950
950
Seplat Energy UK Limited
United Kingdom
100
100
77
45
50
50
Seplat East Onshore Limited
Nigeria
99.9
99.9
4,694
1,446
3,057
1,608
Seplat East Swamp Company Limited
Nigeria
99.9
99.9
49
29
32
32
Seplat Gas Company Limited
Nigeria
99.9
99.9
49
29
32
32
Eland Oil and Gas Limited
United Kingdom
100
100
748,749
438,619
487,683
487,683
Seplat West Limited
Nigeria
99.9
99.9
2,281,278
1,320,778
1,485,865
1,468,521
Seplat Energy Investment Limited
Nigeria
100
—
10
—
6
—
Turnkey Drilling Limited
Nigeria
100
100
35
21
23
23
Seplat Energy Offshore Limited
Nigeria
100
100
37
22
24
24
15.2 Reconciliation of investment in subsidiary
2024
2024
₦ million
$'000
As at 1 January 2024
1,761,842 1,958,923
Additional investment in subsidiaries – East Onshore
2,145
1,449
Additional investment in subsidiary - Seplat West Limited
25,663
17,344
Seplat Energy Investment Limited
9
6
Exchange difference
1,246,777
—
As at 31 December 2024
3,036,437 1,977,722
2023
2023
₦ million
$’000
As at 1 January 2023
871,000 1,947,980
Additional investment in subsidiaries – East Onshore
365
556
Additional investment in subsidiary - Seplat West Limited
6,805
10,364
Additional investment in subsidiary - Seplat Energy Offshore
16
24
Exchange difference
883,656
—
As at 31 December 2023
1,761,842 1,958,924
16. Investment in Joint ventures
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Cost
322,442
188,887
210,016
210,016
16.1 Reconciliation of investment in joint venture
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
As 1 January
188,887
93,904
210,016
210,016
Exchange difference
133,555
94,983
—
—
At 31 December
322,442
188,887
210,016
210,016
Name of entity
Country of
incorporation
& place of
business
Percentage of
ownership interest
Carrying amount
As at 31 Dec
2024
As at 31 Dec
2023
As at 31 Dec
2024
As at 31 Dec
2023
As at 31 Dec
2024
As at 31 Dec
2023
%
%
₦ million
₦ million
$'000
$'000
ANOH Gas Processing Company Limited
Nigeria
50
50
322,442
188,887
210,016
210,016
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Notes to the separate financial statements continued
Seplat Energy Plc
280
Annual Report and Accounts 2024
17. Trade and other receivables
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Advances to suppliers
—
423
—
470
Intercompany receivables
4,281,366 1,509,426 2,788,582
1,678,271
Receivables from Joint Venture (Anoh)
1,038
783
676
871
Other receivables
5,754
1,841
3,748
2,048
Total
4,288,158
1,512,473 2,793,006
1,681,660
17.1 Intercompany receivables breakdown
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Seplat West Limited
2,641,424
1,265,018 1,720,439 1,406,524
Newton Energy Limited
19,578
15,483
12,752
17,215
Seplat Energy UK
5,177
—
3,372
—
Seplat East Limited
283,816
98,970
184,858
110,041
AHOH Gas Limited
30,343
16,982
19,763
18,882
Elcrest E&P Nigeria Limited
2,510
791
1,635
879
Seplat Energy Offshore Limited
1,228,778
115,392 800,340
128,300
Seplat East Swamp Company Limited
5,859
164
3,816
182
Seplat Gas Limited
6
4
4
5
Seplat Energy Investment Limited
15
9
10
10
Eland Oil and Gas Limited
2,627
1,546
1,711
1,718
Seplat Energy Producing Nig. Unlimited
69,650
—
45,365
—
Turnkey Drilling Services Limited
3
—
2
—
Balance as at 31 December
4,289,787
1,514,359 2,794,067 1,683,756
17.2 Reconciliation of intercompany receivables
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Balance as at 1 January
1,514,359
658,639 1,683,756 1,473,033
Addition during the year
1,827,084
370,781 1,234,783
412,256
Exchange difference
948,344
484,939
(124,472)
(201,533)
Gross carrying amount
4,289,787
1,514,359 2,794,067 1,683,756
Less: impairment allowance
(8,421)
(4,933)
(5,485)
(5,485)
Balance as at 31 December
4,281,366 1,509,426 2,788,582
1,678,271
17.3 Reconciliation of impairment allowance on intercompany receivables
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Loss allowance as at 1 January
4,933
—
5,485
—
Increase/(decrease) in loss allowance during the period
—
3,602
—
5
Exchange difference
3,488
1,331
—
—
Loss allowance at the end of the period
8,421
4,933
5,485
5,485
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
281
Annual Report and Accounts 2024
17.4 Reconciliation of receivables from joint venture (ANOH)
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Balance as at 1 January
830
894
923
1,999
Additions during the year
950
1,108
619
1,232
Receipts for the year
(1,251)
(1,255)
(814)
(1,396)
Exchange difference
588
83
—
(912)
Gross carrying amount
1,117
830
728
923
Less: Impairment reversal/(charge)
(80)
(47)
(52)
(52)
Balance as at 31 December
1,038
783
676
871
17.5 Reconciliation of impairment allowance on receivables from joint venture (ANOH)
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Loss allowance as at 1 January
47
23
52
52
Exchange difference
33
24
—
—
Loss allowance as at 31 December
80
47
52
52
18. Cash and cash equivalents
Cash and cash equivalents in the statement of financial position comprise of cash at bank, cash on hand and short-term deposits with a maturity
of three months or less.
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Fixed deposits
5,241
90,457
3,414
100,575
Cash at bank
250,959
80,957
163,457
90,013
Gross cash and cash equivalents
256,200
171,414
166,871
190,588
Less: impairment allowance
(256)
(149)
(167)
(167)
Net cash and cash equivalents
255,944
171,265
166,704
190,421
18.1 Restricted cash
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Restricted cash (Note 18.2)
3,736
8,572
2,433
9,531
3,736
8,572
2,433
9,531
18.2 Movement in restricted cash
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Opening balance
8,572
4,321
9,531
9,664
(Decrease)/Increase in restricted cash
(10,897)
(87)
(7,098)
(133)
Exchange difference
6,061
4,338
—
—
Closing balance
3,736
8,572
2,433
9,531
In restricted cash, is a balance of $2.4 million (N3.6 billion) set aside in the Stamping Reserve account for the revolving credit facility (RCF). The
amount is to be used for the settlement of all fees and costs payable for the purposes of stamping and registering the Security Documents at
the stamp duties office and at the Corporate Affairs Commission (CAC).
These amounts are subject to legal restrictions and are therefore not available for general use by the Company.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Notes to the separate financial statements continued
Seplat Energy Plc
282
Annual Report and Accounts 2024
19. Share capital
19.1 Authorised and issued share capital
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Authorised ordinary share capital
–
588,444,561 ordinary shares denominated in Naira of 50 kobo per share
297
297
1,864
1,864
Issued and fully paid
588,444,561 (2023:588,444,561) issued shares denominated in Naira of 50 kobo per share
297
297
1,864
1,864
Fully paid ordinary shares carry one vote per share and the right to dividends. There were no restrictions on the Company’s share capital.
19.2 Movement in share capital and other reserves
Number of
shares
Issued share
capital
Share
premium
Share based
payment
reserve
Treasury
shares
Total
Shares
₦ million
₦ million
₦ million
₦ million
₦ million
Opening balance as at 1 January 2024
588,444,561
297
90,138
12,426
(1,612)
101,249
Additions to share based during the period
—
—
—
—
—
Vested shares during the year
—
—
—
—
—
—
Forfeited shares
—
—
—
—
—
—
PAYE tax withheld on vested shares
—
—
—
—
—
—
Impact on forfeited rate assumption
—
—
—
—
—
—
Share repurchased
—
—
—
—
—
—
Closing balance as at 31 December 2024
588,444,561
297
87,374
15,562
(3,572)
99,661
Number of
shares
Issued share
capital
Share
premium
Share based
payment
reserve
Treasury
shares
Total
Shares
$'000
$'000
$'000
$'000
$'000
Opening balance as at 1 January 2024
588,444,561
1,864
520,431
34,515
(4,286)
552,524
Additions to share based during the period
—
—
—
26,573
—
26,573
Vested shares during the year
—
—
—
(18,188)
18,188
—
Forfeited shares
—
—
—
(1,256)
—
(1,256)
PAYE tax withheld on vested shares
—
—
(1,867)
—
— (1,867,115)
Impact on forfeited rate assumption
—
—
—
(4,900)
(4,900)
Share repurchased
—
—
—
—
(19,508)
(19,508)
Closing balance as at 31 December 2024
588,444,561
1,864
518,564
36,744
(5,606)
551,566
Shares repurchased for employees during the year of $19.6 million, ₦29 billion (2023: $1.5 million, ₦1.3 billion) relates to share buy-back
programme for Company’s Long-Term Incentive Plan. The programme commenced from 1 March 2021 and are held by the Trustees under the
Trust for the benefit of the Company’s employee beneficiaries covered under the Trust.
19.3 Share Premium
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Share Premium
87,375
90,138
520,431
520,431
Section 120.2 of Companies and Allied Matters Act, CAP C20, Laws of the Federation of Nigeria 2004 requires that where a Company issues
shares at premium (i.e., above the par value), the value of the premium should be transferred to share premium.
During the year, an additional 17,567,776 shares vested with a fair value of $20.30 million. The excess of $2.12 million above the nominal value of
ordinary shares have been recognised in share premium.
19.4 Employee share-based payment scheme
As at 31 December 2024, the company had awarded 53,305,512 shares (2023: 56,047,932 shares) to certain employees and senior executives in
line with its share-based incentive scheme. Included in the share-based incentive schemes is three additional schemes (2024 LTIP scheme, 2024
Deferred bonus scheme and sign on Bonus) awarded during the reporting period. During the reporting period, 18,962,222 shares had vested out
of which 1,394,446 shares were forfeited in relation to participants who could not meet the vesting conditions during the period. The average
forfeiture rate due to failure to meet non-market vesting condition is 18.14% while the average due to staff exit is 17.72%. The impact of applying
the forfeiture rate of 35.87% on existing LTIP awards which are yet to vest will result in a reduction of share-based compensation expense for the
year by $4,889,920. The number of shares that eventually vested during the year after the forfeiture and conditions above is 17,567,776 (Dec
2023: 4,709,289 shares were vested).
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
283
Annual Report and Accounts 2024
i. Description of the awards valued
The Company has made a number of share-based awards every year since first award in 2014. The most recent awards are LTIP 2024 and 2023
deferred bonus A number of these awards have fully vested.
Seplat Deferred Bonus Award
25% of each Executive Director’s 2023 bonus (paid in 2024) has been deferred into shares and would be released in 2025 subject to continued
employment over the vesting period. 2022 deferred bonus was approved by the Board and vested in 2024. No performance criteria are attached
to this award. As a result, the fair value of these awards is calculated using a Black Scholes model.
Long Term Incentive Plan (LTIP) awards
Under the LTIP Plan, shares are granted to management staff of the organisation at the end of every year. The shares were granted to the
employees at no cost. The shares vest (after 3 years) based on the following conditions.
• 25% vesting for median relative TSR performance rising to 100% for upper quartile performance on a straight-line basis.
• Relative TSR vesting reduced by 75% if 60% and below of operational and technical bonus metrics are achieved, with 35% reduction if 70%
of operational and technical bonus metrics are achieved and no reduction for 80% or above achievement.
• If the Company outperforms the median TSR performance level with the LTIP exploration and production comparator group.
The LTIP awards have been approved by the NSE.
ii. Share based payment expenses
The expense recognised for employee services received during the year is shown in the following table:
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Expense arising from equity-settled share-based payment transactions
2,404
530
1,625
807
The asset arising as a result of share-based payment expenses incurred on employees of subsidiaries during the year is shown in the following
table:
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Additional investment in subsidiaries – Share-based payment (Note 15.2)
27,807
7,186
18,793
10,944
There were no cancellations to the awards in 2024. The share awards granted to Executive Directors and confirmed employees are summarised
below:
Scheme
Deemed
grant date
Start of
Service Period
End of
service period
Vesting status
Number of
awards
2022 Long term incentive Plan
30 May 2022
30 May 2022
30 May 2025
Partially
13,811,252
2023 Long term incentive Plan
16 May 2023
16 May 2023
16 May 2026
Partially
23,274,458
2023 Deferred Bonus
28 May 2024
28 May 2024
31 December 2025
Partially
537,319
2024 Long term incentive Plan
28 May 2024
28 May 2024
28 May 2027
Partially
15,637,253
Sign on Bonus
28 May 2024
19 June 2023
19 June 2025
Partially
45,230
53,305,512
iii. Determination of Share awards outstanding
Share awards used in the calculation of diluted earnings per shares are based on the outstanding shares as at 31 December 2024.
Share award scheme (all awards)
2024
Number
2024
WAEP ₦
2023
Number
2023
WAEP ₦
Outstanding at 1 January
25,534,795
669
20,015,736
442
Granted during the year
21,308,358
1300
17,831,904
827
Exercise during the year
(17,567,776)
552
(4,709,289)
840
Forfeited during the year
(1,394,446)
429
(7,603,556)
568
Outstanding at 31 December
27,880,931
738
25,534,795
669
Share award scheme (all awards)
2024
Number
2024
WAEP $
2023
Number
2023
WAEP $
Outstanding at 1 January
25,534,795
1.14
20,015,736
1.10
Granted during the year
21,308,358
1.44
17,831,904
1.28
Exercised during the year
(17,567,776)
1.18
(4,709,289)
1.30
Forfeited during the year
(1,394,446)
0.90
(7,603,556)
0.88
Outstanding at 31 December
27,880,931
1.17
25,534,795
1.14
The following table illustrates the number and weighted average exercise prices (‘WAEP’) of and movements in deferred bonus scheme and
long-term incentive plan during the year for each available scheme.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Notes to the separate financial statements continued
Seplat Energy Plc
284
Annual Report and Accounts 2024
Deferred Bonus Scheme
2024
Number
2024
WAEP ₦
2023
Number
2023
WAEP ₦
Outstanding at 1 January
502,050
678
306,996
541
Granted during the year
556,718
1,643
634,962
782
Exercised during the year
(833,065)
585
(439,908)
711
Outstanding at 31 December
225,703
969
502,050
678
Deferred Bonus Scheme
2024
Number
2024
WAEP $
2023
Number
2023
WAEP $
Outstanding at 1 January
502,050
1.19
306,996
1.27
Granted during the year
556,718
1.65
634,962
1.21
Exercised during the year
(833,065)
1.35
(439,908)
1.10
Outstanding at 31 December
225,703
1.40
502,050
1.19
The fair value of the modified options was determined using the same models and principles as described in the table below on the inputs to the
models used for the scheme.
Long term incentive Plan (LTIP)
2024
Number
2024
WAEP ₦
2023
Number
2023
WAEP ₦
Outstanding at 1 January
25,032,745
553
19,708,740
492
Granted during the year
20,751,640
957
17,196,942
581
Exercised during the year
(16,734,711)
519
(4,269,381)
568
Forfeited during the year
(1,394,446)
429
(7,603,556)
568
Outstanding at 31 December
27,655,228
614
24,032,745
553
Long term incentive Plan (LTIP)
2024
Number
2024
WAEP $
2023
Number
2023
WAEP $
Outstanding at 1 January
25,032,745
0.94
19,708,740
1.10
Granted during the year
20,751,640
1.24
17,196,942
0.90
Exercised during the year
(16,734,711)
1.02
(4,269,381)
0.88
Forfeited during the year
(1,394,446)
0.90
(7,603,556)
0.88
Outstanding at 31 December
27,655,228
1.02
24,032,745
0.94
The shares are granted to the employees at no cost. The weighted average remaining contractual life for the share awards outstanding as at 31
December 2024 range from 0.4 to 2 .4 years (2023: 0.8 to 2 .4 years).
The weighted average fair value of awards granted during the year range from ₦3,200 to ₦3,209 (2023: ₦332 to ₦1,286), $2 .10 to $2 .17 (2023:
$0.37 to $1.43).
The long term incentive plan is independently determined using the Monte Carlo valuation method which takes into account the term of the
award, the share price at grant date and expected price volatility of the underlying share, the expected dividend yield, the risk-free interest rate for
the term of the award and the correlations and volatilities of the peer group companies.
The expected price volatility is based on the historic volatility (based on the remaining life of the options), adjusted for any expected changes to
future volatility due to publicly available information.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
285
Annual Report and Accounts 2024
iv. Inputs to the models
The following table lists the inputs to the models used for the share awards outstanding in the respective plans for the year ended 31 December
2024:
2021
LTIP
2022
LTIP
2023 LTIP
2023
LTIP - Execs
2024
LTIP
Weighted average fair values at the measurement date
Dividend yield (%)
0.00%
0.00%
0.00%
0.00%
0.00%
Expected volatility (%)
51.68 %
59.29%
59.86%
42.08%
40.20%
Risk–free interest rate (%)
0.31 %
2.17%
2.53%
4.16%
4.73%
Expected life of share options
3.00
2.64%
3.00
3.00
3.00
Share price at grant date ($)
0.66
1.12
1.18
1.00
2.10
Share price at grant date (₦)
264.32
415.84
415.07
460.70
2,787.83
Model used
Monte Carlo
Monte Carlo
Monte Carlo
Monte Carlo
Monte Carlo
19.5 Treasury shares
This relates to Share buy-back programme for Company’s Long-Term Incentive Plan. The programme commenced from 1 March 2021 and are
held by the Trustees under the Trust for the benefit of the Company’s employee beneficiaries covered under the Trust.
20. Capital contribution
In accordance with the Shareholders’ Agreement, the amount was used by the Company for working capital as was required at the
commencement of operations.
2024
2023
2024
2023
₦ million
₦ million
$'000
$'000
Capital contribution
5,932
5,932
40,000
40,000
21. Foreign currency translation reserve
Cumulative exchange difference arising from translation of the Company’s results and financial position into the presentation currency and from
translation of foreign subsidiary is taken to foreign currency translation reserve through other comprehensive income.
22. Trade and other payables
Trade and other payables
Dec 2024
Dec 2023
Dec 2024
Dec 2023
₦ million
₦ million
$'000
$'000
Trade payable
10,615
1,064
6,914
1,183
Accruals and other payables
30,168
2,119
19,641
2,352
Intercompany payables
5,737,766 2,322,380 3,737,179 2,582,164
5,778,549 2,325,563 3,763,733 2,585,699
Intercompany payables breakdown
Dec 2024
Dec 2023
Dec 2024
Dec 2023
₦ million
₦ million
$'000
$'000
Seplat West Limited
4,652,715 2,027,560 3,030,453 2,254,364
Seplat Energy UK
955
1,211
622
1,347
Newton Energy Limited
144,446
64,072
94,082
71,239
Seplat East Onshore Limited
369,573
172,272
240,714
191,543
Seplat East Swamp Company Limited
110,580
54,858
72,024
60,994
Turnkey Drilling Services Limited
11
10
7
11
Seplat Energy Offshore Limited
80
10
52
11
Seplat Energy Producing Nig. Unlimited
453,616
—
295,454
—
Seplat Energy Investment Limited
11
—
7
—
Eland Oil and Gas Ltd
5,779
2,387
3,764
2,654
5,737,766 2,322,380 3,737,179 2,582,164
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Notes to the separate financial statements continued
Seplat Energy Plc
286
Annual Report and Accounts 2024
23. Earnings per share (EPS)
Basic
Basic EPS is calculated on the Company’s profit after taxation attributable to the company and based on weighted average number of issued
and fully paid ordinary shares at the end of the year.
Diluted
Diluted EPS is calculated by dividing the profit after taxation attributable to the company by the weighted average number of ordinary shares
outstanding during the year plus the weighted average number of ordinary shares that would be issued on conversion of all the dilutive potential
ordinary shares (arising from outstanding share awards in the share-based payment scheme) into ordinary shares.
Dec 2024
Dec 2023
Dec 2024
Dec 2023
₦ million
₦ million
$'000
$'000
Profit/(loss) for the year
26,116
(42,814)
17,652
(65,199)
Shares ‘000
Shares ‘000
Shares ‘000
Shares ‘000
Weighted average number of ordinary shares in issue
588,445
588,445
588,445
588,445
Outstanding share based payments (shares)
—
—
—
—
Weighted average number of ordinary shares adjusted for the effect of dilution
588,445
588,445
588,445
588,445
*There were no shares issued during the year that could potentially dilute the earnings per share
₦
₦
$
$
Basic earnings/(loss) per share
45.00
(72.76)
0.11
(0.11)
Diluted earnings/(loss) per share
45.00
(72.76)
0.11
(0.11)
The shares were weighted for the proportion of the number of months they were in issue during the reporting period.
24. Dividends paid and proposed
As at 31 December 2024, the final proposed dividend for the Company is ₦55.27, $0.036 (2023: ₦26.45, $0.03) per share and the proposed
Special Dividend is ₦50.67, $0.033 per share (2023: ₦26.45, $0.03)
Dec 2024
Dec 2023
Dec 2024
Dec 2023
₦ million
₦ million
$'000
$'000
Cash dividends on ordinary shares declared and paid:
Dividend for 2024: ₦239.51 ($0.156) per share 588,444,561 shares in issue
(2023: ₦101.32 ($0.165) per share, 588,444,561 shares in issue)
135,185
64,883
91,361
98,811
Proposed dividend on ordinary shares:
Final proposed dividend for the year 2024:
₦55.27 ($0.036) (2023: ₦26.45 ($0.03) per share
32,522
15,562
21,184
17,653
Special proposed dividend for the year 2024:
₦50.67 ($0.033) (2023: ₦26.45 ($0.03)) per share
29,812
15,562
19,419
17,653
During the year, ₦54.2 billion, $35.3 million of dividend was paid at ₦92 .12, $0.060 per share as final dividend for 2023. As at 31 March 2024, ₦ 27.1
billion, $ 17.7 million was paid at ₦44.39, $0.03 per share for 2024 Q1; As at 30 June 2024, ₦ 27.1 billion, $ 17.7 million was paid at ₦44.39, $0.03 per
share for 2024 Q2; As at 30 September 2024, ₦ 32 .52 billion, $ 21.18 million was paid at ₦53.27, $0.036 per share for 2024 Q3. Final Naira dividend
payments will be based on the Naira/Dollar rates on the date for determining the exchange rate. The payment is subject to shareholders’
approval at the 2024 Annual General Meeting. The tax effect of dividend paid during the year was $8.67 million (₦12 .8 billion).
25. Related party relationships and transactions
A.B.C Orjiako (SPDCL(BVI)) and members of his family hold an interest in the Company either directly or by entities controlled by him. The
remaining shares in the parent Company are widely held.
The goods and services provided by the related parties are disclosed below. The outstanding balances payable to/receivable from related parties
are unsecured and are payable/receivable in cash.
25.1 Shareholders of the parent company
Amaze Limited: Dr. A.B.C Orjiako is a director and shareholder of Amaze Limited. The company provided consulting services to Seplat in prior
year - 2023. Services provided to the Group during the period amounted to nil (Dec 2023: $0.6 million, ₦528.3 million).
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
287
Annual Report and Accounts 2024
26. Information relating to employees
26.1 Number of directors
The number of Directors whose emoluments fell within the following ranges was:
2024
2023
Number
Number
Zero – ₦150,000,000
-
-
₦150,000,001 – ₦375,000,000
-
-
₦375,000,001 – ₦750,000,000
-
-
Above ₦750,000,001
4
3
4
3
2024
2023
Number
Number
Zero – $100,000
-
-
$100,001 – $250,000
-
-
$250,001 – $500,000
-
-
Above $500,000
4
3
4
3
This represents the remuneration details of the Company for the period including the retired Chief Financial Officer (CFO)
26.2 Employees
The number of employees (other than the Directors) whose duties were wholly or mainly discharged within Nigeria, and who received
remuneration (excluding pension contributions) in the following ranges:
2024
Number
Less than $80,000 (₦118,374,400)
347
$80,001(₦118,374,401) – $200,000 (₦295,936,000)
141
$200,001(₦295,936,001) – $300,000 (₦443,904,000)
15
Above $300,000 (₦443,904,000)
6
509
2023
Number
Less than $80,000 (₦52,531,057)
219
$80,001(₦52,531,058) – $200,000 (₦131,326,000)
232
$200,001 (₦131,326,001) – $300,000 (₦196,989,000)
37
Above $300,000 (₦196,989,000)
24
512
26.3 Number of persons employed during the year
The average number of persons (excluding Directors) in employment during the year was as follows:
2024
2023
Number
Number
Senior management
32
32
Managers
131
141
Senior staff
302
305
Junior staff
44
34
509
512
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Notes to the separate financial statements continued
Seplat Energy Plc
288
Annual Report and Accounts 2024
27. Commitments and contingencies
27.1 Contingent liabilities
The Company is involved in a number of legal suits as defendant. The estimated value of the contingent liabilities for the year ended 31 December
2024 is ₦724 million, $0.471 million (2023: ₦198 million, $0.22 million). The contingent liability for the year is determined based on possible
occurrences, though unlikely to occur. No provision has been made for this potential liability in these financial statements. Management and the
Company’s solicitors are of the opinion that the Company will suffer no loss from these claims..
28. Events after the reporting period
The Company has no subsequent events that happened after the reporting date that will impact the financial statements.
29. Exchange rates used in translating the accounts to Naira
The table below shows the exchange rates used in translating the accounts into Naira
Basis
31 Dec 2024
31 Dec 2023
N/$
N/$
Property, plant & equipment – opening balances
Historical rate
899.39
447.13
Property, plant & equipment – additions
Average rate
1,479.68
656.63
Property, plant & equipment - closing balances
Closing rate
1535.32
899.393
Current assets
Closing rate
1535.32
899.393
Current liabilities
Closing rate
1535.32
899.393
Equity
Historical rate
Historical
Historical
Income and Expenses:
Overall Average rate
1,479.68
656.63
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
289
Annual Report and Accounts 2024
Statement of value added
For the year ended 31 December 2024
31 Dec 2024
31 Dec 2023
31 Dec 2024
31 Dec 2023
₦ million
%
₦ million
%
$'000
%
$'000
%
Other income/(loss) -net
100,593
(5,064)
67,983
(7,709)
Finance income
12,190
5,350
8,238
8,147
Cost of goods and other services:
Local
(48,329)
(24,695)
(32,660)
(37,609)
Foreign
(32,219)
(16,462)
(21,774)
(25,073)
Value added
32,235
100 %
(40,871)
100 %
21,787
100 %
(62,244)
100 %
Applied as follows:
31 Dec 2024
31 Dec 2023
31 Dec 2024
31 Dec 2023
₦ million
%
₦ million
%
$'000
%
$'000
%
To employees: – as salaries and
labour related expenses
5,473
12 %
1,650
(4) %
3,699
12 %
2,511
(4) %
To Government:
- as company taxes
—
15 %
—
(11) %
—
15 %
—
(8) %
Retained for the Company’s future:
- For asset replacement –
depreciation, depletion & amortisation
645
29 %
291
(1) %
436
29 %
444
(1) %
Profit/(loss) for the year
26,116
23 %
(42,811)
116 %
17,652
23 %
(65,199)
113 %
Value eroded
32,235
100 %
(40,871)
100 %
21,787
100 %
(62,244)
100 %
The value eroded represents the wealth utilized through the use of the Company’s assets by its own and its employees’ efforts. This statement
shows the distribution of loss to employees, providers of finance, shareholders, government and that retained for the creation of future wealth.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Notes to the separate financial statements continued
Seplat Energy Plc
290
Annual Report and Accounts 2024
Five-years financial summary
For the year ended 31 December 2024
31 Dec 2024
2023
2022
2021
2020
₦ million
₦ million
₦ million
₦ million
₦ million
Revenue from contracts with customers
—
—
—
—
—
Profit/(loss) before taxation
26,116
(42,814)
(19,107)
(6,473)
(7,160)
Income tax expense
—
—
—
—
—
Profit/(loss) for the period
26,116
(42,814)
(19,107)
(6,473)
(7,160)
31 Dec 2024
2023
2022
2021
2020
₦ million
₦ million
₦ million
₦ million
₦ million
Capital employed
Issued share capital
297
297
297
296
293
Share premium
87,375
90,138
91,317
90,383
86,917
Share based payment reserve
15,729
12,425
6,108
4,914
7,174
Treasury shares
(3,570)
(1,612)
(2,025)
(2,025)
—
Capital Contribution
5,932
5,932
5,932
5,932
5,932
Retained Earnings
(40,630)
68,439
176,136
220,215
255,859
Foreign currency translation reserve
2,071,525
1,143,200
447,429
388,690
393,687
Total equity
2,136,658
1,318,819
725,194
708,405
749,862
Represented by:
Non-current assets
3,359,946
1,951,710
965,584
885,581
877,795
Current assets
4,555,261
1,692,672
791,671
598,851
73,124
Non-current liabilities
—
—
—
—
—
Current liabilities
(5,778,549) (2,325,563) (1,032,061)
(776,027)
(201,057)
Net assets
2,136,658
1,318,819
725,194
708,405
749,862
31 Dec 2024
2023
2022
2021
2020
$'000
$'000
$'000
$'000
$'000
Revenue from contracts with customers
—
—
—
—
—
Profit/(loss) before taxation
17,652
(65,199)
(45,002)
(16,151)
(19,897)
Income tax expense
—
—
—
—
—
Profit/(loss) for the period
17,652
(65,199)
(45,002)
(16,151)
(19,897)
31 Dec 2024
2023
2022
2021
2020
$'000
$'000
$'000
$'000
$'000
Capital employed
Issued share capital
1,864
1,864
1,864
1,862
1,855
Share premium
518,564
520,431
522,227
520,138
511,723
Share based payment reserve
36,747
34,515
24,893
22,190
27,592
Treasury shares
(5,609)
(4,286)
(4,915)
(4,915)
—
Capital Contribution
40,000
40,000
40,000
40,000
40,000
Retained Earnings
800,111
873,820 1,037,830
1,141,677 1,230,666
Total equity
1,391,677 1,466,344
1,621,899
1,720,952
1,811,836
Represented by:
Non-current assets
2,188,433 2,170,029
2,159,515
2,151,068 2,148,506
Current assets
2,966,978
1,882,014 1,770,568 1,453,769
192,430
Current liabilities
(3,763,734) (2,585,699) (2,308,184) (1,883,885)
(529,100)
Net assets
1,391,677 1,466,344
1,621,899
1,720,952
1,811,836
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
291
Annual Report and Accounts 2024
Additional
Information
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
292
Annual Report and Accounts 2024
Impact on the Accounting Policy
Disclosures on the Adoption of ISSB
Standards.
1. Materiality and Definition of Boundaries for the
Report
a. Materiality
In the context of sustainability-related financial disclosures, information
is material if omitting, misstating, or obscuring that information could
reasonably be expected to influence decisions that primary users of
general-purpose financial reports make on the basis of those reports,
which include financial statements and sustainability-related financial
disclosures and which provide information about entities within the
Group.
To identify material information about a sustainability-related risk or
opportunity, the Group applies, as the starting point, the requirements
of the IFRS Sustainability Disclosure Standard that specifically applies
to that sustainability-related risk or opportunity. In the absence of an
IFRS Sustainability Disclosure Standard that specifically applies to a
sustainability-related risk or opportunity, the Group applies the
requirements of sources of guidance specified in paragraphs 57–58
of IFRS S1. Those sources specify information, including metrics, that
may be relevant to a particular sustainability-related risk or
opportunity, to a particular industry or in specified circumstances.
b. Definition of Boundaries for the Report
Our sustainability performance indicators are aligned with our
objectives and reflect the potential impacts of our activities.
Specifically:
• Health, safety, climate, and ecological impact metrics cover Seplat
Energy subsidiaries, companies in joint arrangements, and
associated companies, as detailed in note 3.5.
• The waste management, end of routine flares roadmap, net zero
target and other targets cover Seplat Energy’s operated assets.
• Social investment, people, diversity and inclusion, as well as ethics
and anti-corruption data, relate to Seplat Energy and its
subsidiaries.
• We use the equity approach to calculate greenhouse gas
emissions, acid gases and water.
Performance disclosures are based on these parameters. For all other
data, the perimeter aligns with relevant legislation and comprises
companies consolidated line by line to prepare Seplat Energy’s
consolidated financial statements. During the year, we acquired
MPNU, which resulted in a change in the reporting entity compared to
31 December 2023. Now called SEPNU, this unit is consolidated in our
financial reports but we have not included it in our non-financial
reporting, as the acquisition was only concluded on 12 December
2024. We will include a full account of SEPNU in subsequent reports.
2. Going Concern
In assessing the going concern basis for the preparation of the
consolidated financial statements of the Group, the Directors consider
the impact of climate change on the business model of the Group.
This includes considerations for regulatory and global development
around climate change and sustainability as they drive physical and
transition risks amidst the energy transition plans of Seplat Energy.
3. General Disclosures
Climate-related considerations have been included in the accounting
policies for the following general disclosures.
a. Forward looking information
b. Assumptions and estimates
c. Provisions
4. Non-current assets.
Useful life and Residual value – Climate-related matters may affect
the value of an item of PP&E, its economic life and its residual value.
Consequently, future developments such as the impact of climate
change on technological, market, economic or legal environments are
considered when assessing the residual values and useful economic
lives of non-current assets especially those that are prone to
exposures to physical and transition risks. Similarly, Climate
considerations are made in decommissioning provisions of the Group.
5. Asset Retirement Obligation (ARO)
In the measurement of AROs, management incorporates
sustainability-related considerations including costs, such as those
associated with decommissioning and restoring sites to meet
environmental standards.
6. Impairments of assets and goodwill
a. The Group considers its exposure to certain climate related
physical and transition risks and opportunities which could affect its
estimate of future cash flow projections applied for the
determination of recoverable amount of its CGUs and impairment
of assets.
7. Financial Instruments
a. In determining the values of financial asset, Directors consider if
financial assets are positively or negatively affected by current and/
or anticipated changes in the climate such as rising water levels,
changing weather patterns, etc.
8. Risk Management
The Group is exposed to ESG and other emerging sustainability risks.
The following items are examples of how these risks may impact the
Group:
a. Increases in the frequency and severity of climatic events could
impact customers’ ability to pay the amounts owed to the Group.
b. Action taken by governments, regulators such as the National
Council on Climate Change (NCCC) and society more generally, to
transition to a low-carbon economy, could impact the ability of our
major customers and other customers to generate long-term
returns in a sustainable way or lead to certain assets being
stranded in the future.
c. Failure to comply with environmental and social legislation
(emerging and current) may impact the ability of our major and
other debtors to generate sustainable returns to make good, their
indebtedness to the Group.
9. Event after reporting date.
a. In consideration for disclosures under Events after the Reporting
Date, the Directors consider if there have been ESG or satiability
specific regulatory or market developments that occur after the
reporting date that represent adjusting events or non-adjusting
events and reflect this consideration accordingly in line with IAS 10
– Events after the Reporting Date.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
293
Annual Report and Accounts 2024
Report on Payments to
Governments for the Year 2024
Introduction
The following information is included to comply with the Disclosure
and Transparency Rules of the Financial Conduct Authority in the
United Kingdom and it is prepared in accordance with UK regulation
on Disclosure Guidance and Transparency Rules 4.3A
BASIS FOR PREPARATION – REPORT ON
PAYMENTS TO GOVERNMENTS FOR THE
YEAR 2024
Reporting entities
This Report includes payments to governments made by Seplat
Energy Plc and its subsidiaries (Seplat). All payments to governments
arise from operations within Nigeria.
Activities
Payments made by Seplat to governments arising from activities
involving the exploration, prospection, discovery, development and
extraction of minerals, gas processing, oil and natural gas deposits or
other materials (extractive activities) are disclosed in this Report. It
excludes payments related to refining, natural gas liquefaction or gas-
to-liquids activities. When payments cover both extractive and
processing activities and cannot be split, the payments have been
disclosed in full.
Government
Government includes any national, regional or local authority of a
country to which Seplat has made payment related to these
regulations, and includes any department, agency or entity that is
controlled by such authority.
Project
Payments are reported at project level except for payments that are
not attributable to a specific project, these are reported at entity level.
A project is defined as operational activities which are governed by a
single contract, license, lease, concession or similar legal agreement,
and form the basis for payment to government. However, if multiple of
agreements are substantially interconnected, this shall be considered
as a project. Indicators of integration include, but are not limited to,
geographic proximity, the use of shared infrastructure and common
operational management.
Payments
The information is reported under the following payment types.
Production entitlements
These represent the government’s share of production in the
reporting period arising from projects operated by Seplat. It comprises
of crude oil and gas attributable to the Nigerian government by virtue
of its participation as an equity holder in projects within its sovereign
jurisdiction (Nigeria).
Production entitlements to the government are lifted independently by
the relevant government agency.
Royalties
These are payments for the rights to extract oil and gas resources,
typically at a set percentage of revenue less any deductions that may
be taken.
License fees, rental fees, entry fees and other considerations for
licenses and/or concessions
These are fees and other sums paid as consideration for acquiring a
license for gaining access to an area where extractive activities are
performed. Administrative government fees that are not specifically
related to the extractive sector, or to obtain access to extractive
resources, are excluded. Also excluded are payments made in return
for services provided by a government.
Corporate taxes
Corporate taxes are charges based on taxable profit which are
payable to the government. Examples of corporate taxes in Nigeria
include Petroleum Profit Tax (PPT), corporate income tax (CIT) and
education tax.
Corporate income tax (CIT) is a tax imposed on profit of a company
from all sources. Gas operations are liable to CIT.
Petroleum profit tax (PPT) is a tax applicable to upstream operations in
the oil industry in lieu of corporate income tax. Oil operations such as
oil mining, prospecting and exploration leases are liable to PPT.
Education tax is tax applicable to both oil and gas operations based
on assessable profit. Assessable profit is the profit derived after
deducting all the allowable expenses.
Personal income taxes such as pay-as-you-earn (PAYE).
Other types of payments that are required to be disclosed in
accordance with the Regulations are the following:
• Dividends
• Signature, discovery and production bonuses
• Infrastructure improvements
However, for the year ended 31 December 2024, there were no such
reportable payments made by Seplat to government that were above
the materiality threshold as determined below.
Materiality
For each payment type, total payments below £86.000 ($109,943.1)
whether made as a single payment or as a series of related
payments, to a government agency are excluded from this Report.
Reporting currency
Payments in this report have been disclosed in US Dollars. Where
actual payments have been recorded in a currency other than US
Dollars, they have been translated using the annual average exchange
rate.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
294
Annual Report and Accounts 2024
REPORT ON PAYMENTS TO GOVERNMENT 2024
Government and Expense Report (In USD)
Production
Entitlement
Royalties
Fees
Taxes
Total
Taxes
Taxes
Total
GOVERNMENTS
NNPC Upstream Investment Management Services
194,208,634
—
—
— 194,208,634
NNPC Exploration and Production Limited
996,571,517
—
—
—
996,571,517
Nigerian Upstream Petroleum Regulatory Commission
— 185,122,809
44,580
— 229,703,053
Nigeria Export Supervision Scheme
—
—
207,253
—
207,253
Niger Delta Development Commission
—
—
17,584,581
—
17,584,581
Nigerian Content Development and Monitoring Board
—
—
3,235,233
—
3,235,233
Corporate Affairs Commission
—
—
9,219,431
—
9,219,431
National Agency for Science and Engineering Infrastructure
—
—
—
451,267
451,267
Federal Inland Revenue Service
—
—
—
157,313,415
157,313,415
State Internal Revenue Service
—
—
—
9,621,075
9,621,075
*UK tax authority- His Majesty's Revenue & Customs (HMRC)
—
—
—
10,890,152
10,890,152
Total
1,190,780,151 185,122,809 74,826,742 178,275,910 1,629,005,612
Project and Expense Report (In USD)
Production
Entitlement
Royalties
Fees
Taxes
Total
PROJECTS
OML 4, 38 and 41
607,571,942
96,538,252
50,263,555
128,457,225 882,830,974
OML 40
388,999,575
73,864,038
7,945,480
13,844,261 484,653,354
OML 53
79,216,999
10,366,141
8,609,355
11,189,681
109,382,177
OML 56
—
4,354,377
—
6,422,524
10,776,901
OML 67,68,70 and 104
114,991,634
—
344,002
—
115,335,636
Seplat East Swamp Company Limited
—
—
36
417,278
417,315
Seplat Energy Plc
—
—
7,664,315
7,054,789
14,719,103
*Seplat UK
—
—
—
9,171,541
9,171,541
*Eland Uk
—
—
—
1,718,611
1,718,611
Total
1,190,780,151 185,122,809 74,826,742 178,275,910 1,629,005,612
*
All remittances to Government are made to the Nigerian Government except for tax remittances from Seplat UK and Eland Uk remitted to the United Kingdom (UK) government.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
295
Annual Report and Accounts 2024
GOVERNMENT PAYMENT REPORT
Reporting currency
Payments in the table below have been disclosed using the transaction currency.
Table 2
S/N
Government Entity
Payment/ Revenue Type
Note Ref.
Company Record
(Validated)
USD
Company Record
(Validated)
NGN
Company
Record
(Validated)
GBP
Company
Record
(Validated)
EURO
1
N/A
Crude Lifting & Fiscal Value
N8
990,991,000
—
—
—
2
N/A
Gas Sales & Fiscal Value
N8
124,914,000
—
—
—
3
DPR (NUPRC)
Royalty (Oil)
180,839,419
—
—
—
4
DPR (NUPRC)
Royalty (Gas)
— 4,661,838,241
—
—
5
DPR
Signature Bonus
N/A
N/A
N/A
—
6
DPR
Gas Flare Penalty
32,370,504
—
—
—
7
DPR
Concession Rental
979,988
—
—
—
8
DPR
License Fees & Acreage Rental
N/A
N/A
N/A
—
9
N/A
Crude Handling/Transportation Fees
54,047,858 19,447,920,537
—
—
10
Tax Authority
Petroleum Profit Tax
45,538,892
—
—
—
11
Tax Authority
Company Income Tax
11,447,357
—
—
—
12
Tax Authority
Education Tax
10,589,962
—
—
—
13
Tax Authority
Capital Gain Tax
N/A
N/A
—
N/A
14
NDDC
Niger Delta Development Levy (3%)
12,938,174 7,050,276,538
—
—
15
NCDMB
Nigerian Content Development & Monitoring
Board (1%)
2,203,603 843,613,094
15,325
143
16
Tax Authority
Value Added Tax
29,011,828 15,863,491,915
—
—
17
Federal Ministry of
Finance
Nigerian Export Supervision Scheme (NESS) Fees
—
301,246,632
—
—
18
Tax Authority
Withholding Tax- FIRS
25,272,270 13,540,983,195
—
—
19
Tax Authority
Withholding Tax- State
556,442 238,523,877
—
—
21
Tax Authority
Pay as You Earn (PAYE)- State
— 11,983,247,761
—
—
22
Ministry of Environment
Environmental Impact Assessment Payment
2,975
738,073
—
—
23
Ministry of Environment
Environmental Monitoring & Evaluation Payment
N/A
N/A
N/A
—
24
Ministry of Environment
Environmental Disaster Management Payment
N/A
N/A
N/A
—
25
N/A
Social Expenditure
32,399 496,307,442
—
—
26
N/A
Infrastructure Project Expenditures
245,198,000
—
—
—
27
N/A
Investment Expenditures
—
8,271,000
—
—
28
N/A
Cash Call
N25
573,110,000
—
—
—
29
NNPC
Gas Income Shared With NNPC
151,859,145
—
—
—
30
NNPC
Equity Oil
1,190,780,151
—
—
—
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
296
Annual Report and Accounts 2024
Notice of 12th Annual General
Meeting of Seplat Energy Plc.
NOTICE IS HEREBY GIVEN that the 12th Annual General Meeting of Seplat Energy Plc
(the “Company”) will be held virtually on Wednesday, 14 May 2025 at 11:00am to
transact the following business:
ORDINARY BUSINESS:
1.
To receive the Audited Financial Statements of the Company for the year ended 31 December 2024, together with the Reports of the
Directors, Auditors and the Statutory Audit Committee thereon.
2. To declare a final dividend recommended by the Board of Directors of the Company in respect of the financial year ended 31 December 2024.
3. To re-appoint PriceWaterhouseCoopers (“PWC”) as Auditors of the Company from the conclusion of this meeting until the conclusion of the
next general meeting of the Company at which the Company’s Annual Accounts are laid.
4. To authorise the Board of Directors of the Company to determine the Auditors’ remuneration.
5. To re-elect the following Directors1 who are eligible for retirement by rotation.
a. Ms. Koosum Kalyan (Independent Non-Executive Director);
b. Madame Nathalie Delapalme (Non-Executive Director).
6. To disclose the remuneration of managers of the Company2.
7. To elect the shareholder representatives of the Statutory Audit Committee.
SPECIAL BUSINESS:
To consider and, if thought fit, to transact the following Special Business, which will be proposed and passed as an Ordinary Resolution:
8. That the Remuneration Section of the Directors’ Remuneration Report set out in the Annual Report and Accounts for the year ended
31 December 20243 be and is hereby approved.
9. That the Issued Share Capital of the Company be and is hereby increased from NGN294,222,280.50 divided into 588,444,561 Ordinary Shares
of 50 Kobo each, up to NGN299,972,280.50 divided into 599,944,561 Ordinary Shares of 50 Kobo each by the creation of up to 11,500,000
additional Ordinary Shares of 50 Kobo each, ranking pari-passu with the existing Ordinary Shares of the Company AND that the Board be and
is hereby authorised to issue and allot the shares to Stanbic IBTC Trustees Limited, the Trustees for the shares under the Company’s Long-
Term Incentive Plan (LTIP); and to procure the listing and admission to trading of the issued shares on the Official List of Nigerian Exchange
Limited and the London Stock Exchange.
10. That the Company’s Memorandum and Articles of Association be and are hereby amended to reflect the new share capital of
NGN299,972,280.50 (Two Hundred and Ninety-Nine Million, Nine Hundred and Seventy-Two Thousand, Two Hundred and Eighty Naira and
Fifty Kobo only) divided into 599,944,561 (Five Hundred and Ninety Nine Million, Nine Hundred and Forty-Four Thousand, Five Hundred and
Sixty-One) Ordinary Shares of NGN0.50 (Fifty Kobo) by the creation and addition of 11,500,000 (Eleven Million ,Five Hundred Thousand )
Ordinary Shares of 50 Kobo each, ranking pari-passu with the existing Ordinary Shares of the Company, and that any amendments required
to be made to the Memorandum and Articles of Association of the Company as a result of the foregoing resolutions be approved.
That, the Board be and is hereby authorised to take all necessary steps to give effect to the above resolutions.
Copies of the Annual Report and Accounts for Seplat Energy Plc for the financial year ended 31 December 2024 will be mailed to the
shareholders and will be available on the Company’s website: www.seplatenergy.com. Printed versions can also be obtained by contacting
DataMax Registrars in Nigeria at 2C Gbagada Expressway, by Beko Ransome Kuti Park, Gbagada, Lagos/+ 234 1 7120012; or Computershare in
the UK on +44 (0) 370 703 6101.
BY ORDER OF THE BOARD.
Mrs. Edith Onwuchekwa
FRC/2013/NBA/00000003660
Company Secretary
Dated March 4, 2025
1.
The profiles of the Directors are set out on pages 102 to 106
2.
The remuneration of the managers of the Company is set out on page 139
3.
The Remuneration section of the Directors’ Remuneration Report (including the Directors’ Remuneration Policy are set out on pages 128 to 146.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
297
Annual Report and Accounts 2024
Notes:
1.
PROXY:
A member of the Company entitled to attend and vote at the above meeting is entitled to appoint a proxy to attend and vote in his/her/its place.
A proxy need not be a member of the Company. For the appointment to be valid for the purposes of the meeting, the Company has made
arrangements at its cost for the stamping of the duly completed proxy forms which must be deposited at the office of the Registrar, DataMax
Registrars Limited, 2C Gbagada Express Way, by Beko Ransom Kuti Park, Gbagada, Lagos or at the head office of the Company, marked for the
attention of the “Company Secretary” or by email to proxy@seplatenergy.com, not less than 48 hours before the time fixed for the meeting. For
convenience purposes, a blank proxy form is attached to the 2024 Annual Report and Accounts, both of which are available at the Company’s
website: www.seplatenergy.com and at the Company’s head office: 16a Temple Road (Olu Holloway), Ikoyi, Lagos.
2.
VIRTUAL MEETING LINK
Further to the signing into law of the Business Facilitation (Miscellaneous Provisions) Act 2022, which allows public companies to hold meetings
electronically, this AGM will be held virtually. The virtual meeting link for the AGM is https://www.seplatenergy.com/agm-2025/
The virtual meeting link will also be available on the Company’s website at www.seplatenergy.com
3.
CLOSURE OF REGISTER:
The Register of Members and Transfer Books of the Company (Nigeria & UK) will be closed on 12th May 2025 in accordance with the provisions
of section 114 of the Companies and Allied Matters Act, 2020, to enable the Registrars to prepare for the Annual General Meeting.
4.
PAYMENT OF DIVIDENDS:
If the dividend recommended by the Directors is approved by members at the Annual General Meeting, the dividend will be paid on or around
23rd May 2025, to shareholders whose names appear in the Company’s Register of Members at the close of business on 9th May 2025.
5.
E-DIVIDEND MANDATE:
Shareholders are kindly requested to advise DataMax Registrars Limited of their updated records and relevant bank accounts, by completing the
e-mandate form. The e-mandate form can be downloaded either from DataMax Registrars Limited’s website at http://
www.datamaxregistrars.com or from Seplat Energy’s website at https://www.seplatenergy.com/investors/dividend-information/. The duly
completed form(s) should be returned to DataMax Registrars Limited, at No. 2c Gbagada Expressway, by Beko Ransom Kuti Park, Gbagada
Phase 1, Lagos.
6.
UNCLAIMED DIVIDEND:
Shareholders are hereby informed that a number of dividends still remain unclaimed. The list of all unclaimed dividends will be circulated with the
Annual Report and Financial Statements. Any member affected by this notice is advised to write to or call the office of the Company's Registrar,
DataMax Registrars Limited, at No. 2c Gbagada Expressway, by Beko Ransom Kuti Park, Gbagada Phase 1, Lagos or through any of these
numbers: 07064000751, 07064000752, 07064000758, 0700DATAMAX. The list of unclaimed dividends can be accessed at the Registrars' office
or via the Company's website: www.seplatenergy.com.
7.
NOMINATION FOR THE STATUTORY AUDIT COMMITTEE:
In accordance with section 404(3) of the Companies and Allied Matters Act 2020, the Statutory Audit Committee shall consist of five (5) members
comprising two (2) Non-Executive Directors and three (3) representatives of the shareholders of the Company. Any shareholder may nominate a
shareholder as a member of the Statutory Audit Committee. In accordance with 404(6) of the Companies and Allied Matters Act 2020, such
nomination should be in writing and should reach the Company Secretary at least twenty-one (21) days before the Annual General Meeting and
any nomination not received prior to the meeting as stipulated is invalid. The Companies and Allied Matters Act 2020 and the Nigerian Code of
Corporate Governance 2018 stipulate that, members of the Audit Committee should be financially literate and at least one member must be a
member of a professional accounting body in Nigeria established by the Act of the National Assembly and be knowledgeable in internal control
processes. Thus, a detailed Curriculum Vitae confirming the nominee’s qualification should be submitted with each nomination to the Statutory
Audit Committee.
8.
ELECTION AND NOTICE OF DIRECTORS AGED 70 YEARS OR MORE
In accordance with Section 282 of CAMA, a special notice is hereby given that Ms. Koosum Kalyan attained the age of 70 years in March 2025
and will be presented for re-election as an Independent Non-Executive Director at the 12th AGM of the Company.
In accordance with Section 278 of CAMA, notice is hereby given that Mr. Udoma Udo Udoma attained the age of 70 years in February 2024, Mr.
Christpoher Okeke attained the age of 70 years in January 2022, and Mr. Ernest Ebi attained the age of 70 years in June 2020.
9.
ELECTRONIC ANNUAL REPORT:
In order to improve efficiency and delivery of the Annual Report, shareholders who have registered their email addresses with the Registrars shall
receive the Annual Report of Seplat Energy Plc in electronic format. Shareholders who have not provided their email addresses to the Registrars
are advised to do so. In addition, Annual Reports are available online for viewing and download from the Company’s website at
www.seplatenergy.com.
10. RIGHT OF MEMBERS TO ASK QUESTIONS:
In line with Rule 19.12(c) of the Listing Rules of the Nigerian Exchange Limited, shareholders have a right to ask questions not only at the Annual
General Meeting, but also in writing prior to the Meeting. Questions submitted prior to the Meeting should be addressed to the Company
Secretary and must reach the head office of the Company no later than seven (7) days before the date of the Meeting (being 14 May 2025) or by
email at AGMQuestions@seplatenergy.com.
11. LIVE STREAMING OF THE AGM:
The Meeting will be streamed live online to enable stakeholders to follow the proceedings. The link for the live streaming of the Meeting will be
made available on the Company’s website at www.seplatenergy.com and will be streamed live on the YouTube social media channel.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
298
Annual Report and Accounts 2024
Seplat Energy PLC
Unclaimed Dividend List
1
AAYINDE RAHMON ISIAKA
2
ABANEME CHINYERE KEYNA
3
ABAYOMI OYEWUMI
4
ABBA KYARI BULAMA
5
ABDUL OLUWASOLA HAMMED
6
ABDULAHMEED OLADIMEJI AJIBOLA
7
ABDULAZEEZ AYOMIDE
ABDUSSALAAM
8
ABDULAZIZ HAUWAKULU JOY
9
ABDULHAKEEM SHEHU
10
ABDULHAKEEM SHEHU
11
ABDULKAREEM RUKAYAT ADUNNI
12
ABDULKARIM BINTA
13
ABDULMAJEED ABDULLAHI
14
ABDUMALIK NB YUNUSA
15
ABEJIDE KEHINDE DAVID
16
ABEL JOHN
17
ABIDOYE TAOFIK OWOLABI
18
ABILAWON VICTORIA IYANUOLUWA
19
ABIMBOLA ATINUKE DEBORAH
20
ABIMBOLA TEMITAYO ABODERIN
21
ABIODUN SYLVESTER OLUSANMI
22
ABIOLA FABUNMI
23
ABIOLA OLORUNTOBI ILUYEMI
24
ABIOLA VICTORIA ABOSEDE
25
ABIOYE ISAAC OLUFEMI
26
ABIRU HABEEB ADEWALE (HON.
JUSTICE)
27
ABODERIN OLAJUMOKE
28
ABOD-REUBENS NIG LTD
29
ABOMAH SAMUEL
30
ABRAHAM KEHINDE P
31
ABRAHAM-MEZIE SABINA UGOCHI
32
ABUBAKAR IBRAHIM ALI
33
ABURE EBHONAKHOYE AREBANMHEN
34
ABURE ERHOMOSELE
35
ABURE PATRICIA
36
ADAM ABDULLAHI NUHU
37
ADAMU MUHAMMAD LADAN
38
ADAOBI UCHECHUKWU UMEH
39
ADEAKIN FOLAYEMI DIDANLOLA
40
ADEBAMIRO OLUWATOYIN OLUBUNMI
41
ADEBANJO ADENIKE ADERONKE
42
ADEBANJO MUSIBAU OLALEKAN
43
ADEBAYO ADEDAYO OLUWASEUN
44
ADEBAYO ALIMAT OMOBOLANLE
S/N
NAMES
45
ADEBAYO FOLASADE ADENIKE
46
ADEBAYO KUSUMI AFENEMHE
47
ADEBAYO MICHEAL ADELEKE
48
ADEBAYO MONSURAT FOLASADE
49
ADEBAYO RAMONI AKANO
50
ADEBESIN ISMAIL TOSIN
51
ADEBISI ADENIYI ARAUNSI
52
ADEBISI TITILAYO ESTHER
53
ADEBIYI ADEOLA KATE
54
ADEBIYI BABAJIDE ADESOLA
55
ADEBIYI OLUDARE EMMANUEL
56
ADEBOLA ADEYEMO
57
ADEBOLU OLUDAPO DADA
58
ADEBOWALE AYISAT ADEDOLAPO
59
ADEBOWALE ISLAMIAH IDOWU
60
ADEBOYE BAMIDELE PHILLIP
61
ADEBOYE BENSON-ATP
62
ADEDAPO FOLASHADE AKINTOLA
63
ADEDAYO ADETUNJI
64
ADEDEJI NOSIRU ADIGUN
65
ADEDEJI OLALEKAN ISMAIL
66
ADEDIRAN OKIKIADE ISAAC
67
ADEDOYIN ADEKIITE OLUTOYIN
68
ADEDOYIN ADEKIITE OLUTOYIN
69
ADEDOYIN ADENIKE FLORENCE
70
ADEDOYIN BUSOLA ELIZABETH
71
ADEDOYIN DAMILOLA ADEPOJU
72
ADEDOYIN PAUL TIMILEHIN
73
ADEDUNMOLA ANDREW ADEGBEMIRO
74
ADEEKO RACHAEL OLULAYO
75
ADEFARASIN EMMANUEL ADEMOLA
76
ADEFEHINTI OLUWAFOLAKEMI
77
ADEFUNKE ABISOLA ADEDEJI
78
ADEFUSI OLANIYI SUNDAY
79
ADEGBITE - AYODELE SAMSON
GBADEBO
80
ADEGBITE CHRISTIANAH ADEBUKOLA
81
ADEGBITE ISAAC ADEREMI
82
ADEGBITE WAHEED BABATUNDE
83
ADEGBOLA OLUWATOSIN
84
ADEGBOLA VICTORIA OMORINSOLA
85
ADEGBULUGBE OLUFEMI ADELEYE
86
ADEJARE ABIDEEN ABIODUN
87
ADEJUMO TIMOTHY OLUBISI (DR)
88
ADEKOLA ABOSEDE ADERONKE
S/N
NAMES
89
ADEKOYA TAIWO JOSHUA
90
ADELAJA TEMITAYO SUNKANMI
91
ADELAKUN DAMILOLA EMMANUEL
92
ADELAKUN JOSEPH ADEGBILE
93
ADELANWA KUBURAT AYOKA
94
ADELEKAN MORUF LANREWAJU
95
ADELEKE IDRIS OLAWUNMI
96
ADELEYE ADEREMI
97
ADELUOLA OLOYEDE RILWAN
98
ADEMOLA A ADEPOJU
99
ADENIPEKUN TAIWO ADEMOLA
100
ADENIRAN BABATUNDE VICTOR (DR)
101
ADENIYI OLATUNDE OLADEJI
102
ADENIYI OLAYINKA ESTHER
103
ADENIYI TITILOPE FATIMO
104
ADENOLA BAMIDELE ABAYOMI
105
ADENOLA LANRE SEGUN
106
ADENOWO OLUMUYIWA ADEOYE
107
ADENRELE AL-CUDUZ ADEFOWOPE
ABIODUN
108
ADENRELE SHERIFAT ADEBOLA
109
ADENUGA OLUFEMI S. TRUST
ACCOUNT
110
ADEOLA WAHAB OLAWUYIN
111
ADEOYE COMFORT OYEYEMI
112
ADEOYE OLUBUNMI BABATUNDE
113
ADEPOJU IBITOMI MOWANUOLA
114
ADEPOJU JAMIU ALADE
115
ADERONBI SAHEED TUNDE
116
ADESANYA OLUKAYODE PATRICK
117
ADESERI TOLUWANI OLUFEMI
118
ADESINA AKIN
119
ADESOLA SELIMOT NIYIOLA
120
ADETIBA ADEREMI AKABA
121
ADETUNJI AJANI BABAJIDE
122
ADETUNJI AJANI BABAJIDE
123
ADETUNJI BUKOLA REBECCA
124
ADEUSI ILUYOMADE STEPHEN
125
ADEWOLA OYENIKE ABEKE
126
ADEWOLE LUKMAN ISHOLA
127
ADEYANJU MARY OMONIGHO
128
ADEYEMI ADEKUNLE
129
ADEYEMI HENRY ATAYERO
130
ADEYEMI KAFAYAT TEMITOPE
131
ADEYEMI MOTUNRAYO RAMOTA
132
ADEYEMI NIYI SAMUEL
S/N
NAMES
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
299
Annual Report and Accounts 2024
133
ADEYEMO COMFORT MORAWO
134
ADEYEMO TITI LATIFAT
135
ADEYEYE ADESHINA TOSIN
136
ADEYEYE SHAKIRAT KIKELOMO
137
ADEYINKA AJAYI
138
ADIGUN BASHIRU MONYASHAU
139
ADIKIAPIRI SAMUEL ADESHINA
140
ADU AYODELE
141
ADUNMO KEHINDE MOSES
142
ADUNREKE SAMUEL ROTIMI
143
AFOLABI ABIMBOLA OYINDAMOLA
144
AFOLABI LUKMON IYANDA
145
AFOLABI OLORODE TRUST( FBN
TRUSTEES)
146
AGBARA OKEZIE
147
AGBEDE OLAYINKA FOLAYEMI
148
AGBONIKA PHILIP
149
AGBOOLA OLUWAKEMI OMOTAYO
150
AGHAHON OTASOWE
151
AGUSIOBO IKECHUKWU
152
AGWUIBE NNEKA ROSEYMARY D
153
AGWUNCHA IFEYINWA EVELYN
154
AHMAD SALIHIJO BILIKISU
155
AHMED MUKTAR ABUBAKAR
156
AHMED PATIENCE MERCY
157
AIBONI SAM AMAIZE
158
AIGBOKHAI EMMANUEL
159
AIKHOMU ANITA OTIBHOR
160
AIKHOMU EKANEM BASSEY
161
AIKHOMU WILLIAMS EHIZOGIE
162
AIYEBIWO OLUBUNMI MOTUNRAYO
163
AIYEDENU EBUNOLUWA OMOTAYO
164
AJAGBE CHRISTIANAH OLUFUNMILOLA
165
AJALA TUNDE ALBERT
166
AJANI KATHEERAH ADEWUMI
167
AJANI MUSA ADEKOLA
168
AJANI RASHEED OLALEKAN
169
AJANI SULAIMAN OYEWALE
170
AJANI TUNDE OLUWOLE
171
AJAO ADEFUNSHO ADEYI
172
AJAO AJIBADE OLADAPO
173
AJAYI ABAYOMI BIMBOLA
174
AJAYI ADENIYI MUHIDEEN
175
AJAYI IBUKU OLUWASEUN
176
AJAYI LATIFAT DAMILOLA
177
AJAYI OMOLARA SHOLA
178
AJAYI RAMOTA TOWOBOLA
179
AJIROBA TOFUNMI BUSAYO
180
AJOSE-ADEOGUN OLUREMI
MAJEOLAGBE
181
AJUMOBI GRACE OMONIYI
182
AJUMOBI OLUYEMI JOSEPH (EST OF)
S/N
NAMES
183
AJUMOGOBIA AWUNEBA SOTONYE
184
AKAMADU MATTHEW
185
AKANDE ELIZABETH OLUWATIMILEHIN
186
AKANDE JANET OLATUNDUN
187
AKANDE OLUWATOBI SUNDAY
188
AKANMI PIUS KAYODE
189
AKANMU MARY TEMILADE
190
AKANMU OLUWASEYI OYEYEMI
191
AKENDE CLARA TEMILADE
192
AKHIGBE CHARLES
193
AKHIGBE OKHIRIA TOM
194
AKIBOYE BABAJIDE AKIWANDE
195
AKINBO OLAYIWOLA ADIO
196
AKINBOLA PHILLIP OLADIRAN
197
AKINDE NAHEEMOT ENIOLA
198
AKINJIDE ABAYOMI
199
AKINJOBI TEMITOPE ANUOLUWAPO
200
AKINLEYE TUNDE ADENIRAN
201
AKINLOLU MICHAEL FANIRAN
202
AKINLOTAN AYINDE BABATUNDE
203
AKINLUA MODUPE TEMITAYO
204
AKINOLA AKINMAYOWA OLUWASEYI
205
AKINOLA KAYODE
206
AKINOLA KAYODE ADEFEMI
207
AKINOLA OLUDOTUN OLUFEMI
208
AKINOLA OLUWASEUN
209
AKINPELU MUDIRAT JUMOKE
210
AKINPELU PRINCE AKINBIYI
211
AKINRINWALE OLUSEGUN AMOBI
212
AKINSANYA ADEOLU
213
AKINSANYA FOLASHADE OMOLAYO
214
AKINSANYA OLABISI TOLU
215
AKINSANYAO.ADEYEMI &
BALOGUNO.OLUFUNMI
216
AKINSOTO OLUWATAYO OLAWALE
217
AKINTAYO RUTH ADUKE
218
AKINTUNDE MARY ADEOLA
219
AKINTUNDE OLUWABUNMI
OLUWAYEMISI
220
AKINTUNDE OLUWASINA IMOLE
221
AKINYELE OLUSOLA (ALLEGED
DECEASED)
222
AKINYEMI ABIOLA ADEYINKA
223
AKINYEMI MONSURAT MOPELOLA
224
AKINYODE OLAYINKA SHAKIRAT
225
AKINYODE RAFIAT
226
AKINYOMI JANET OLA
227
AKOREDE MOROUNMUBO
228
AKOREDE TAOFEEK AKANFE
229
AKPORE GOODLUCK
230
AKPOTOBOR GOD SPOWER
OMONIGHO
231
AKPOTOBOR GODSPOWER
S/N
NAMES
232
AKWIWU ADANNAYA CHINEMEREM
233
AKWUE TOCHUKWU ANTHONY
234
ALABI DAMILARE
235
ALAGA KOLAWOLE MUFTAU
236
ALAGBE OLANREWAJU SEYI
237
ALAGBE OYEBISI OLATUNDE
238
ALAKA OLANREWAJU HAMMED
239
ALAKWE FAUSTINUS
240
ALATIRON NIGERIA LIMITED
241
ALAYAKI FAHEEM OLADIPUPO
242
ALAYAKI FAKHTAH OLAOLUWA
243
ALAYAKI FAROUQ OLAWALE
244
ALAYAKI FATIMAH OLAMIDE
245
ALAYAKI IDOWU MOSIDAT
246
ALAYE OGAN EVELYN OMARIOGHAE
247
ALI ADAM MUHAMMED
248
ALLI ADEDAYO ADEKUNLE
249
ALLI OLALEKAN JAMIU
250
ALLI-BALOGUN AMINAT
251
ALLISON-OGURU EDMUND
ANIENKEDIGIRI
252
ALOZIE BLESSING CHINASA
253
ALUKWU CHIBUIKE
254
ALUMUKU PATRICK TOR
255
AMADI CHARITY CHIKWADOM
256
AMADI CHIMA EMEKA
257
AMADI TERRY
258
AMAKA NDUKWU
259
AMANFO LILIAN UGONNA
260
AMCON/ORJIAKO AMBROISE
261
AMEGUNU VICTOR RAYMOND
262
AMEH BENJAMIN AWOCHI
263
AMUDA FUNKE IYABO
264
AMUSAN RAPHAEL
265
ANARI IDEBA ANARI
266
ANIFOWOSE ADEWUNMI AINA
267
ANIGIORO AMOS OLADAPO
268
ANIRAH ONOME
269
ANTHONY EBERE MERCYMERIT
270
ANUEBUNWA CHINEDUM MARTIN
271
ANYANWU CHIBUEZE
272
ANYANWU CHINEDU
273
ANYANWU CHRISTOPHER CHIBUZOR
274
ANYIBUOFU CHRISTOPHER
275
APETE WAKILU OLAYINKA
276
ARAGBADA OLUWAREMILEKUN
OLUDAYO
277
AREMU JOSEPHINE MOJISOLA
278
AREMU RASHIDAT KEHINDE
279
AREOLA SAMUEL OLAOLUWA
280
ARIGBABOWO ENIOLA
281
ARIGBABOWO OLUWATOSIN
S/N
NAMES
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
300
Annual Report and Accounts 2024
282
ARIKAWE OLUTAYO MORADEKE
283
ARMIMFAROC TRADING
284
ARMIMOKOROC TRADING
285
AROGUNDADE KOLAPO SEHINDEMI
286
AROLEOWO GANIAT ABIODUN
287
ARUM IFEANYICHUKWU IGNATIUS
288
ARUM JOHN YMAR .C.M
289
ASEDEKO HENRY ABIODUN
290
ASOBARA IFEYINWA M.
291
ATAKENU ABIMBOLA ABOSEDE
292
ATARE SUNDAY
293
ATILOLUWA OLAJIDE
294
ATOBATELE TAOREED ABIODUN
295
ATTAH EMMANUEL OGEBE
296
ATURAMU TOLULOPE
297
ATUWO DAVID HYELHIRRA
298
AUGUSTINE ADUGBE
299
AUGUSTINE ESTHER FUNKE
300
AUSTINE ALABA JOSEPH
301
AWE BABALOLA BABAJIDE
302
AWEDA FELICIA OLUWAKEMI
303
AWOBIMPE KAYODE CAMALDEEN K
304
AWODERO MICHAEL OLUSEGUN
305
AWOLOLA OLUWAFUNMILOLA ABIDEMI
306
AWOLUDE ESTHER FUNMILAYO
307
AWONAIKE ESTHER OLADUNNI
308
AWONAIKE RACHAEL MOSEBOLATAN
309
AWONAYA EMMANUEL ABIODUN
310
AWONIYI OLUFEMI
311
AWOS YETUNDE STELLA
312
AYALOGU OBIANUJU JENNIFER
313
AYIDA OMATSEYIN AKENE
314
AYINLA SHAKIRAT BOLANLE
315
AYOADE ADESOLA EMMANUEL
316
AYODAYISI IBIDUNNI MORAYO
317
AYODEJI ADEKUNLE ADENIRAN
318
AYODEJI ADEWOYE
319
AYODEJI FOLUSHO
320
AYODEJI OLAWALE T
321
AYOMIDE STEPHEN AJOMOLE
322
AYO-VAUGHAN DANIEL
323
AYUBA WUJEH LOKO
324
AZEEZ JIMOH OGUNBANWO
325
AZEEZ RASAKI KOLAWOLE
326
AZEEZ SIKIRU OLAWALE
327
AZEEZ SULAIMAN AKINADE
328
AZEEZ YINUSA OMOTAYO
329
BABAEKO STEVE
330
BABALOLA ADEBUKOLA
331
BABALOLA ADEWALE
332
BABALOLA MEDINAT ALAKE
S/N
NAMES
333
BABATUNDE ADEWUNMI TAIBAT
334
BABATUNDE MOSES SUNDAY
335
BABATUNDE SAHEED-OLADIMEJI
336
BABATUNDE SOLIU AYINLA
337
BABAWALE OLUSEGUNO ODUNUGA
338
BAKARE NURUDEEN TUNJI
339
BAKARE OLAYEMI KAFILU
340
BAKARE SHERIFAT
341
BAKARE TOHEEB BABATUNDE
342
BAKARE WALIYAT RONKE
343
BALOGUN ALAKE LOLA
344
BALOGUN MUSA (ALHAJI)
345
BALOGUN OLUWATOYIN
OLUWABUNMI
346
BALOGUN SAIDAT TUNRAYO DAIRO
347
BALOGUN SALIU ADEJUMOBI
348
BALOGUN SEKINAT MOPELOLA
349
BALOGUN SIKIRU BOLARINWA
350
BAMGBOSE ADERINOLA ELIZABETH
351
BAMIDELE AJIBADE
352
BANJOKO ABIODUN OLUBUSOLA
353
BANKOLE JOSEPH OLUMAYOKUN
ADEFOLARIN
354
BANKOLE KEMI BOSE
355
BANKOLE MOTUNRAYO
356
BANKOLE OLUMUYIWA JACOB
357
BANKOLE OLUWAKEMI EKUNDAYO
358
BASHIR MUHAMMAD SALIHU
359
BASHIR MUSBAU BABATUNDE
360
BASIT AYILARA
361
BATHANNA STEPHEN JALVA
362
BATULA ADISA BOONYAMIN ALHAJI
363
BAYOKO EBI REGINALD
364
BELLO ADISA SULE
365
BELLO BABATUNDE WALIULLAH
366
BELLO BAMIDELE AHMED
367
BELLO ITOPA PAUL
368
BELLO KOKO MOHAMMED ATP
369
BELLO MUIBAT AINA
370
BENEDICT ALBERT AJIBOLA
371
BERNARD IKECHUKWU OSAMOR
372
BIALA ADEMOLA ABAYOMI
373
BISAMI NIGERIA LTD - ACCOUNT 2
374
BOLANLE OLOGUN
375
BOLARINWA RASHIDAT ABOLANLE
376
BRAIBI HORSFALL
377
BURL GABRIEL INDYER
378
BUSOLA BAYO OJO
379
BUSUYI JOSHUA AKINDELE
380
CARDINALSTONE PARTNERS LIMITED
381
CASIMIR AIDELOJE IDELE
382
CHARITY UMOH EFFIONG
S/N
NAMES
383
CHARLES OBIOMA ORJI
384
CHIAMAKA AND NNAMDI OBIOHA
385
CHIDIEBUBE AMAECHI
386
CHIDUME NWANNEAMAKA JACINTA
387
CHIKA PETER WICHE
388
CHIKEKA VIVIAN ADANMA
389
CHINOSA MISHAEL
390
CHIOMA SYLVIA INYAMA
391
CHISOM VICTOR NWISU
392
CHIZOMA CHELSLYN UNEGBU
393
CHRIS-ASOLUKA SOMACHI CHIDUMEBI
394
CHRISTIAN CHUKWUDI
OKWARANOWAI
395
CHRISTIAN GODFREY AGWU
396
CHUKA-UMEH OBIAGELI
397
CHUKWU EUCHARIA NWAKAEGO
398
CHUKWU JULIET NNENNA
399
CHUKWU NWAKAEGO CHRISTANA
400
CHUKWUEBUKA CISBON NWAGBO
401
CHUKWUEBUKA OBINNA ONYEJE
402
CHUKWUEMEKA OKECHUKWU
403
CHUKWUMA IROZURU
404
COKER OLUWOLE OLUTOLA
405
COMMELIN VALERIE KHAZALA
406
CONNAL STUART
407
CORNERSTONE STAFF COOPERATIVE
SOCIETY
408
DAHUNSI MUTHAIR ABIODUN
409
DAILY FLOW LOGISTICS LTD
410
DAIRO SIKIRU ABOLARIN
411
DANIEL EFIOK DANIEL
412
DANIEL MICHAEL KATSIT
413
DANIEL ODEH ODEH
414
DANJUMA KAMORUDEEN AJAO
415
DARA ADEOLUWA EMMANUEL
416
DARAMOLA BAMIDELE OLUYEMISI
417
DARAMOLA MICHAEL AYODEJI
418
DARAMOLA OLUFUNKE TOLULOPE
419
DAUDA GODSTIME SALAMI
420
DAVID ADEOYE ADEDOKUN
421
DAVID FRIDAY EFFIONG
422
DAVID OBIKA ARINZE OBIKA
423
DAVID OREVAOGHENE EMMANUEL
424
DAWODU OMOLARA ADIAT
425
DAYO-OLAGUNJU OLUBUNMI ONAJITE
426
D-BEST ACHIEVERS SHAREHOLDERS
ASS
427
DEBORAH MORENIKEJI AMIDA
428
DEBORAH OMOBONIKE ADESOKAN
429
DEKE OGENAGWE VICTOR
430
DENNI-FIBERESIMA DAMIEBI
431
DIAMOND OMAAMENE
S/N
NAMES
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
301
Annual Report and Accounts 2024
432
DIAMOND SECURITIES LIMITED
433
DIAMOND SECURITIES LIMITED
434
DIAMOND SECURITIES LIMITED
435
DIBIA FELIX ACHULIKE
436
DIEKOLOLA LATEEF KUNLE
437
DIKE EVA CHIJIOKE
438
DOLAPO OLASEHINDE ILESANMI
439
DORATHY NKECHI OBAH
440
DORIS CHIBUZOR OKPARA
441
DOYINSOLA AFOLAYAN
442
DOZIE UZOMA
443
DUKEREGENT ENTERPRISES
444
DUROJAIYE ADEDOYIN
445
DUROJAIYE ANTHONIA OLAIDE
446
DUROWAIYE ADEWUNMI AFUSAT
447
DURU P. NGOZI
448
EBELE SHEILA IYIEGBU
449
EBELECHUKWU UBAKA
450
EBELEDIKE ODERA
451
EBENEZER OJODOMO AGADA
452
EBINUM JOSEPH
453
EBOHON ELLIS O
454
EBUKA JOSHUA DAVID
455
EDDO MARK
456
EDE MODINAT ADEDOYIN
457
EDEWOR OMONEFE
458
EFAPOKIRE ROSE
459
EFETURI JUNIOR ANUKPEYIBO
460
EGBAGBE AUGUSTINE SUNDAY
461
EGBUCHELEM NNAMDI JACOB
462
EGEREONU JERRY CHINWENDU
463
EGWUATU JENNIFER UZOMA
464
EHINMOWO AFOLABI OLUSEGUN
465
EHUWA OLUWATOBI BLESSING
466
EHUWA SUNDAY VICTOR
467
EJEMBI PATRICK OKO
468
EJIEJI EMENIKE
469
EKANEM EMA-EKOP SAMPSON
470
EKE CHIDIUTO CHIDERA
471
EKE CHIKAMSO NWAYINMA
472
EKE KELECHI PASCHAL
473
EKE THELMA IJEOMA
474
EKEBI KENNETH IDO
475
EKERE CHUKWUEMEKA IHEANACHO
476
EKONG EBONG UDO
477
EKPEKI OMOWHARE WILLIAM
478
EKPU SANDRA ESEOSE
479
EKUKINAM GABRIELLE KOKOMA
480
EKWELI EMMANUEL CHUKWUNYEAKA
481
EKWERIKE KENNEDY OGBONNA
482
ELF COOP OMESURU UMEJURU AKE
S/N
NAMES
483
ELIJAH AKINBOWALE OYEFESO
484
ELLA VINCENT
485
ELUDOYIN AKIN
486
EMENIKE ADA
487
EMMANUEL AYOTOLA IFETOLA
488
EMMANUEL IJENAMAKA OYIYE OGBE
489
EMORI IKWA
490
ENAHORO VIVIAN PECULIAR
491
ENEDUWE ONYEKA
492
ENELAMAH EZE OBIOMA
493
ENIAFE MUJIDAT TEMITOPE
494
ENIOLA OLAITAN MORONFOLU
495
ENLIL INVESTMENT LTD
496
ENWERE EDMUND ONYEKWERE
497
ERETAN OLUWOLE RICHMOND
498
ERHIEYOVWE UGOCHI GLORIA
499
ERIFEVIEME OGHES SAMUEL
WELLINGTON
500
ERINFOLAMI BOSERECALEB
IJAODOLATIOLUWA
501
ERINFOLAMI SALEMSON ADEMOLA
TEMILOLUWA
502
ERO SAMUEL OMORUYI
503
ERUKAKPOMREN CHRISTOPHER
OKOTETE
504
ESSIEN PETER SIMON
505
ESTATE OF JONES OBAFEMI OBADIAH
506
ESTHER OMIKUNLE
507
ETIKO ASIMIU MONINUOLA
508
ETIM EMMANUEL EDET
509
EVBOTA HARRIET ADEKUNBI
510
EWHRUDJAKPOR OBIKU
511
EWHRUDJAKPOR OBIKU
512
EXALTED CONCEPTS INTERNATIONAL
513
EYENOWO NTAKIME EZEKIEL
514
EYETSEMITAN TOJU PHILIP
515
EYEWUOMA TAIYE
516
EZEANI IGNATIUS MAJESTY
517
EZENDIOKWERE BENJAMIN J.E.
518
EZENMA CHUKWUKA COSMAS
519
EZENWAJIAKU THEOPHILUS
520
EZEOKE ROSEMARY AMARACHUKWU
521
FAFIOLU OLUWATOYIN REGINA
522
FAGBAYIDE OLUKAYODE OLUWOLE
523
FAGBODUN JAMES ADEMOLA
524
FAJOYE OGUNYEMI
525
FALESE TEMITOPE
526
FALORE OLUWASIKEMI AYONITEMI
527
FALUTA KEHINDE FLORENCE
528
FAMOUS AKEEM
529
FARIYIKE OLUGBENGA BABAFEMI
530
FAROMBI OLUSHOLA ABIOLA
531
FATIMA AJI
S/N
NAMES
532
FATOLA JOSEPH OLUFUNMILADE
533
FATOSIN OLUWAMAYOKUN SAMUEL
534
FATUNBI RUTH BOSEDE
535
FAVOUR OGUNNIRANYE
536
FAWOLE TAIWO GANIYU
537
FEESE MEMBER HEMBADOON
538
FEHINTOLA RASHEED AYINDE
539
FIDELIS EJIMAMU OKEHIE
540
FOLAJINMI OLAWOLE DURODOLA
541
FOLAMI & ASSOCIATES
542
FOLAYAN OLUWAROTIMI
CHRISTOPHER
543
FOLORUNSO ABDULMALIK ADEMOLA
544
FRANCIS INORU
545
FRANCIS OLAMIDE LOLA ABOSEDE
546
FRANCISCA DAMOLA OLAWUMI
547
GABRIEL DANIEL OLAYINKA
548
GANIYU WASIU AYINDE
549
GARUBA SAIDU KEWUYEMI
550
GBADAMOSI MOJISOLA MULIKAT
ADEOLA
551
GBADAMOSI MUDASHIRU ATANDA
552
GBADEBO OLATOKUNBO
553
GBIRI KIKELOMO WURAOLA
554
GBONJUBOLA CHRISTIANA OBAFEMI
555
GEORGE EKENE OKECHUKWU
556
GIFT OGOCHUKWU NNAMANI
557
GLADYS ONATU
558
GLORIA EKATA MICHAEL
559
GLORY UDOH SAMPSON
560
GONSUM RITGAK ABEL
561
GRACE OKPATI
562
GWOM PETER KANANG
563
HADIZA ABDULLAHI
564
HAFSATU NASIRU ABOKI
565
HAMILTON RACHAEL OLUFUNKE
566
HAMMED ADESINA AKEEM
567
HAMMED OLAMILEKAN IBRAHIM
568
HAMOD ARAFAT OLAYINKA
569
HAMOLA ESLI OLUWANDABIRA
570
HAMZA RIDHWAN BOLADALE
571
HASSAN ABIODUN SARAFADEEN
572
HELEN EKENE ANUMBA
573
HENRY ADETUNJI
574
HENRY IGOCHE AMEH
575
HOLLY CHINENYE ABOH
576
HOUNTON CHRISTIANA
577
HUSSAINI IBRAHIM
578
IBE EVELYN DOGWA
579
IBENEGBU CHINELO
580
IBITOYE EMMANUEL KOLAWOLE
581
IBIYEMI EMMANUEL TAIWO
S/N
NAMES
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
302
Annual Report and Accounts 2024
582
IBIYEMI ESTHER OMOYENI
583
IBIYEMI SAMUEL OLUWOLE KOLAWOLE
584
IBRAHEEM MOSES GBOLAHAN
585
IBRAHIM DIKKO
586
IBRAHIM HAKEEM
587
IBRAHIM ISSA LEKAN
588
IBRAHIM MURITALA IYANDA
589
IBRAHIM NANA HAUWA
590
IBUKUNOLUWA DEBORAH AMOS
591
ICHEKOR AKPOVOFENE PATRICK
592
IDOWU BOLAJI AFOLABI
593
IDRIS BALA
594
IDRIS OLANREWAJU IBRAHEEM
595
IDUMA JOHN JENNIFER
596
IFEANYI KELVIN ONUOHA
597
IGBASANMI BUKOLA AKINRINBIDO
598
IGBERAESE OKORUWA
599
IGBINOSA COLLINS MARK
600
IGBOKEI STEPHANIE
601
IGBOKWE MALOBI ANITA
602
IGBRUDE MOSES OKE
603
IGE YUSUF AMUDA
604
IGHODARO KUDI YEMI
605
IGWE EZIJE
606
IGWEZE FELIX NNAEMEKA
607
IHEANACHO STEPHEN CHINONSO
608
IHEGBU CHIDIEBERE MACLAWRENCE
609
IHEJIENE NGOZI AUGUSTINA
610
IJAYEKUNLE TOBI EMMANUEL
611
IJOMA FIDELIS.OPIA.ODILI
612
IKECHUKWU VICTOR MADUBUIKE
613
IKEKPOLOR GIBBS
614
IKEKPOLOR GIBBS ALUYA
615
IKOTUN OLALEKAN KAYODE
616
IKPADE ANSELEM
617
ILUFOYE OYELOLA ALLI
618
IMEH GODWIN GBOTA
619
IMHANGUEZEJIE JOHN EHIS
620
IMONITIE CHRISTOPHER
621
IMORU CLEMENT AYODELE
622
INEH-DUMBI MICHAEL IKECHUKWU
623
INUWA ABBAS YAHAYA
624
INYERE DAVID
625
IONE EPORTFOLIO A C315
626
IREIN BENJAMIN OLUFEMI
627
IRO SAMUEL CHUKWUEBUKA
628
IRORO OROBOSA
629
ISAH SHAMMAH MOHAMMED
630
ISAIAH EMEKA PHILIP
631
ISAIAH PRINCE JOSHUA
632
ISAIAH ROSELINE NGOZI
S/N
NAMES
633
ISHAKU ISRAEL MALLAM
634
ISHOLA BABATUNDE AYINLA
635
ISIAKA MARZUQ OLADIPUPO
636
ISIJOLA AYOKA OLUWARANTI
637
ISOKPAN OROBOSA
638
ISRAEL NWAJI NWAFOR
639
ISSA NIMOTA BOLANLE
640
ITAUMA MERCY ETEAKAMBA
641
ITHUNOKHA DANIEL
642
IVIE ODION OKOKPUJIE
643
IWOH JAMES O PATIENCE MR MRS
644
IWU ELIZABETH ADA
645
IYANIWURA MODINAT KOFOWOROLA
646
IYEIMO ILAMINA
647
JAIYE-GBENLE AKOREDE NASIR
648
JAIYE-GBENLE BOLUWATIFE
649
JAIYEOLA OLUFEMI MUQTADIR
650
JAMES BURA MAMZA
651
JAMES DANIEL ONUCHE
652
JANE OGECHI ALIGWEKWE
653
JEGBEFUME RUFUS
654
JENNIFER OSAMUDIAMEN ODEYJACK
655
JESUMUYIWA BENJAMIN YOMI
656
JESUMUYIWA HANNAH MOSEBOLATAN
657
JIMOH AUGUSTINE A & JIMOH IYABO O
658
JIMOH NOIMOT OMOWUNMI
659
JINADU LAMIDI OLANIRAN
660
JINADU RASAK ADISA (ALHAJI)
661
JIWUMETO ADEBISI AJOKE
662
JOBI-STEVENS AKIN
663
JOHNSON ADEOLA
664
JOHNSON FRANCIS IKWUE
665
JOSEPH OLUWASEGUFUNMI ELIZABETH
666
JOSHUA OLUWATOFUNMI
OLORUNFEMI
667
JOSHUA SEUN OSHUNOLALE
668
JOWOSIMI ADEMOLU MATTEW
669
JOWOSIMI OLUBUNMI TEMITOPE
670
JOY OMONIGHO EGBEJALE
671
JUBRIL FAUSAT OLAJUMOKE
672
JUDE THADDEUS UCHENNA JUNIOR
NNODUM
673
JUDITH ADEWOYE
674
JULIANAH ABIODUN DEINKORU
675
JULIET KANENG GYANG
676
JUMBO AMINIA ELVIS
677
KAMILU BABATUNDE ADEBAYO
678
KAREEM ABIMBOLA
679
KAREEM OLADIMEJI OLOLADE
680
KAREEM TAWA JUMOKE
681
KASIM JOSHUA TIWATAYO
682
KASIM JOTHAM TIWATOPE
S/N
NAMES
683
KASUMU AMINAT FOLAKE
684
KASUMU SAHEED GBOLAHAN
685
KAYODE EZEKIEL OGUNSE
686
KAYODE OLUWASEUN MARY
687
KAYODE RICHARD AFOLABI
688
KAYODE SEUN
689
KAZEEM MUSINO IYABO
690
KEDARI CAPITAL LTD
691
KEHINDE GANIYAT LADOJA
692
KEHINDE SODIQ OYELADE
693
KEKERE-EKUN NOSIRUDEEN ALADE
KOLAWOLE (ALLEGED DECEASED)
PHC/524/2023
694
KELECHI AKUNNA ALOGBA
695
KELVIN OBIOMA ONYEBUEKE
696
KEMAKOLAM CHIMEZIE
697
KENNEDY-ECHETEBU CHINNY EUGENIA
698
KENNETH CHUKWUDUMEBI IWELUMO
699
KEVIN NWAUDO OGARANYAMARC
700
KEVIN SHEKWOAYE PHILIP DADA
701
KEVINDADA ELIANA ORITSEMISAN
702
KEVINDADA JADEN SHEKWONYA
703
KEYSTONE GLOBAL SYNERGY LTD
704
KIEREAMA MARY OBIEKORTOMA
705
KOLADE OLUFEMI TAIWO
706
KOLADE YETUNDE
707
KOLAWOLE IBRAHIM INUMIDUN
708
KOLAWOLE OMOWUMI MARY
709
KOLAWOLE YEKINNI ALABI
710
KOLEOSO KAZEEM ADEWALE
711
KONWEA VICTOR CHUKWUDI
712
KONYEBAGU CHIKEZE
713
KUBA JULIUS EBO
714
KUKU ABIMBOLA ALAMI
715
KUKU GBADE SIKIRU
716
KUMOEI LIMITED
717
KURANGA LATEEF OLUBUNMI
718
KUYORO DANIEL AYODEJI
719
LAIYENBI KARIMO MOPELOLA O
720
LAIYENBI KASSIM ADEWALE
721
LAMBERT JAMES CHIEMERIA
722
LAMINA SIKIRU TAIWO
723
LANA OLUSEYI JOHN
724
LASISI OLUWASEYI SADIQ
725
LATEEF ISIAKA ADEYEMO
726
LATO FAITH OGHOGHO
727
LAWAL AKANBI KAFARU
728
LAWAL LATEEFU ATANDA
729
LAWAL MORUF OLANREWAJU
730
LAWAL NOJEEM OLAWALE
731
LAWAL OLATUNDE
732
LAWAL OLAYINKA ISMAIL
S/N
NAMES
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
303
Annual Report and Accounts 2024
733
LAWAL RISIKAT JOKE
734
LAWAL SURAJUDEEN OLUWAKEMI
735
LAWAL TIMILEHIN ANU-OLUWAPO
736
LAWAL WAHAB OLATUNJI
737
LAWAN ABUBAKAR
738
LAWANSON GANIAT OLAYEMI
739
LAWRENCE ILOABUCHI ATTAH
740
LAWRENCE KAMBAI JOSEPH
741
LAWSON EDOMWONYI
742
LAYADE OLUWABUSAYOMI
743
LIASU TOYIN RACHEAL
744
LIJADU EBUNOLUWA DAVID
745
LINUS NDINEZE
746
LOTUS CAPITAL LIMITED -
747
LUFADEJU OLUGBENGA ADERINOLA
748
LUKMON OLADAYO BULIAMEEN
749
MACAULAY EDUJIE
750
MACAULAY KAREEM ABIODUN
751
MADUFORO GOLDEN C.
752
MADUFORO GOLDEN CLEMENT
753
MAGAJI MOHAMMED
754
MAJARO AKINWALE & ADEBUKUNOLA
755
MAKANJUOLA OLADAYO ABDUL YEKINI
756
MAKINDE ADEMOLA STEPHEN KAYODE
757
MAKINDE OLABISI AINA
758
MAKINDE TOMIWA MATTHEW
759
MAMMAN ANGBASHIM JATAU
760
MANTU UMAR IBRAHIM
761
MARAYESA OLUWADUROTIMI
OLUWASEUN
762
MARGARETMARY MBUE OTU
763
MARTINS TOYIN TOLULOPE
764
MARVELLOUS AISOSA IYONMIREJU
765
MARVELLOUS GLADYS AYANSIJI
766
MARVELOUS MUNACHIMSO
FRANKSOLOMON
767
MARY AKINYEDE ADERONKE
768
MARY ANUOLUWAPO ARUBUOLA
769
MARY ANUOLUWAPO ARUBUOLA
770
MAYALEEKE KAMORUDEEN ADE
771
MBAEGBU INNOCENT CHUKWUDI
772
MBAEGBU INNOCENT CHUKWUDI
773
MBC SECURITIES NOMINEE OBUM
774
MEDANI NGOZI OBIAGELI
775
MEGGISON TITILOLA
776
MENSA JOHN KWAME
777
MICHAEL EHIJEH
778
MICHAEL OLUSEGUN
779
MICHAEL SHIKHALSHABAB
780
MODADEOLUWA OLUWAGBOTEMI
OJOMU
781
MOHAMMED MOHAMMED SANI
S/N
NAMES
782
MOMODU OSIRIAME
783
MOMOH DOYINSOLA ABDULQUAYUM
784
MONDAY ODJODU
785
MONICA IRENOSEN UDUKU
786
MORADEYO DAVID ADEMOLA
787
MORDI ANTHONIA EKENE
788
MOROCCO-CLARKE SUSAN AYODELE
789
MOSES AYOBAMI OKOJIE
790
MOSES ENAJEWE
791
MOT OLAYIWOLA TOBUN
792
MOTOLATOB NIG. LIMITED
793
MPAMAUGO EDITH NWANWEREUCHE
794
MPAMAUGO SAMUEL CHINENYE
795
MR&MRS CHRISTOPHER & ROSALIND
OYENEKAN
796
MUFUTAU OMOLOLA BUKOLA
797
MUHAMMED GARBA
798
MUHAMMED IBRAHIM
799
MUIDEEN ABIODUN ADEBAYO
800
MUKAILA-LAWAL KENECHUKWU
LAURA
801
MUKTAR MUHAMMAD MUSA
802
MULTRACTS INVESTMENT LTD
803
MUNADAS MULTI CONCEPT LIMITED
804
MUOH CHANTAL CHINENYE
805
MURITALA IDAYAT TEMITOPE
806
MUSA RABE
807
MUSA RAMATA
808
MUSLIMAT WURAOLA IBRAHIM
809
MUSTAPHA HASFAT OLUWASOLA
810
MUSTAPHA WASILAT AYOBAMI
811
NABILA MOHAMMED
812
NAJEEM SALAWA OLUWAKEMI
813
NIMI JACK
814
NISL INVESTMENT NOMINEE
815
NISSI INVESTMENTS LIMITED
816
NJEMANZE JULIET CHINYERENGOZI
817
NJOKU CHINWE CHINELO COMFORT
818
NJOKU REMIGIUS NWACHUKWU
819
NNABUK NNABUK AKPAN
820
NNAETO ONYINYE UZOAMAKA
821
NNAMDI JOHN OKONKWO
822
NNENNA MERIT OMOKE
823
NNOAHAM LINDA UZOMA
824
NOFIU MAYOWA EMMANUEL
825
NOFIU SANNI OLUWAROTIMI
826
NOJEEM ISMAILA SEGUN
827
NORTH WEST PETROLEUM & GAS LTD
828
NURUDEEN ABOLORE MODINAT
829
NURUDEEN OLUFEMI SHERIFF
830
NWABUEZE NSAKA
831
NWABUEZE OBI-AZUKAEGO HENRY
S/N
NAMES
832
NWABUGHOGU BRIGHT
833
NWABUIHE OLIVER SIL
834
NWACHUKWU JESSICA JENNIFER
835
NWACHUKWU JOHN IFESINACHI
836
NWAGBARAOCHA VALENTINE
CHIWUIKE
837
NWAGURU CHRISTOPHER
OKECHUKWU
838
NWAKANMA N KINGSLEY
839
NWANDEI CHUKWUEMEKE
840
NWANJI AWELE STELLAMARIS
841
NWANKPA EJIKE C.
842
NWAOGU UDOCHUKWU OLALEKAN
843
NWIKWU NKECHI CYNTHIA
844
NWOKEH OMENUKOR-AKU
845
NWOSU MICHAEL OBINNA OMOTAYO
846
NWOSU PEACE CHIDI
847
NWOSU-IHEME NJIDEKA KENECHUKWU
848
NWULU DANIEL
849
NYONG OKON ABRAHAM
850
OBA KAFILAT MOJISOLA
851
OBAFEMI ADENIYI ESURUOSO
852
OBARINDE ISAAC OBATOSHO
853
OBAROGHEDO GEORGE EWEMADE
854
OBATAYO JOHN OLUWAFEMI
855
OBAYEMI FEYISARA JANET
856
OBAYOMI IDOWU
857
OBIANUJU CHARIS EKWEOGWU
858
OBIANYOR EMEKA TOBENNA
859
OBIERI CHUKWUEBUKA OBIORA
860
OBIOR PETER
861
OBISESAN OLUGBENGA
862
OBIYO CHARITY UNINI
863
OBODOZIE CONSTANCE ONYEKA
864
OBODOZIE ONYEKA
865
OBOMANU FELIX GAMALIEL
866
OBULE EMMANUEL EKENE
867
ODE COMFORT OLUWASEYI
868
ODELEYE MICHAEL
869
ODELEYE OLUWASESAN JAMES
870
ODENIKE SAWALIU ADESHINA AKANBI
871
ODEYEMI JOSHUA OLALEKAN
872
ODEYEMI VICTOR OYEBOWALE
873
ODIA ALICE
874
ODION JONAH UANGBAOJE
875
ODOCHA EZE CHINWOKE
876
ODOI-OLUDEMILADE PAUL NII PRINCE
877
ODOZI UCHE
878
ODU CYRIL
879
ODUGBEMI REGINA AITUAJE
880
ODUME FESTUS AZUBUIKE
881
ODUNAIYA ABIOLA OLUBUNMI
S/N
NAMES
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
304
Annual Report and Accounts 2024
882
ODUNAIYA OLUWATOSIN OBATUNDE
883
ODUNGIDE IMA
884
ODUNIYI TEMITOPE KAMORU
885
ODUNSI TOLULOPE JOSHUA
886
ODUNTAN OMOTAYO MORENIKE
887
ODUSOLA BABAJIDE
888
ODUSOTE OLATUNBOSUN ANIKE
889
OFFOZOR MATTHEW
890
OFUASE JOSEPHINE
891
OFURHIE ERHOMU
892
OGBEIDE AUGUSTINE
893
OGBUMMAH WOGWUGWU
THEOPHILUS U.
894
OGECHUKWU DOMENDU
895
OGEDEGBE SOLOMON
896
OGHOR BRYTE
897
OGIDI ANTHONIA OMOLOLA
898
OGINNI JOSHUA OLUWOLE
899
OGINNI SUNDAY PATRICK
900
OGOCHUKWU NOBLE OBASI
901
OGUIKE-OLERU FABIAN NNAMDI
902
OGUJIUBA GRACE IFEYINWA
903
OGUNBAMERU OLUMIDE SUNDAY
904
OGUNBESAN SHOLA JAMIU
905
OGUNBIYI ESTHER
906
OGUNBIYI YUSUF GBENGA
907
OGUNDARE AKINNIYI MOSES
908
OGUNDEJI MOSES AYODELE
909
OGUNEKUN ADEBOYE LAPEKUN O
910
OGUNJINMI ALICE IYABO
911
OGUNKENU OLUSOLA (MRS)
912
OGUNLANA PRINCE SALIU ROTIMI
913
OGUNLOLA AGBOOLA DAVID
914
OGUNMODEDE GABRIEL
915
OGUNNIYI TUNBOSUN OLUFEMI
916
OGUNRINDE OLUWASEYI
917
OGUNRINDE RUTH FOLASADE
918
OGUNSOLA ADEDAYO OLUWASEGUN
919
OGUNTOYE OLUWATOPE LAWRENCE
920
OGUNWALE BUKUNMI BENJAMIN
921
OGUNYEMI OLUSEGUN
922
OHALETE CHIAMAKA
923
OHUABUNWA NNAMDI GODFREY
924
OJEMAKINDE OLUWATOMI
925
OJISUA MOYO
926
OJO ADELEKE ISEOLUWA
927
OJO MOYOSORE
928
OJO TEMITAYO JOHNSON
929
OJOLOWO HAMMED OLAYIWOLA
930
OJORA FUNMILAYO AJOKE
931
OJUKOTOLA RAHAMON OLUWOLE
S/N
NAMES
932
OKAFOR ANWULI
933
OKAFOR AUGUSTINE AZUBUIKE
934
OKAFOR BLESSING NKEONYERE
935
OKECHUKWU JONNWAKALO
936
OKELEYE ADENIKE ELIZABETH
937
OKELEYE DAMILOLA
938
OKELEYE ENOCH ANJOLA-OLUWA
939
OKELEYE ISRAEL AYODAMOPE
940
OKELEYE RACHAEL OREOLUWA
941
OKENIYI OLAMIDE DANIEL
942
OKEOWO ADEMOLA OLUGBENGA
943
OKETE PETER OSUBU
944
OKEYODE OLUSEGUN
945
OKHOMINA SUNDAY
946
OKODO IFEANYI CORNELIUS
947
OKOGBE BOLAJI
948
OKOH APARI
949
OKOH PETER KNIGHT
950
OKONKWO EUGENE IKE
951
OKONORHO LIZ OGHENEKEVWE
952
OKORIA TONBARA
953
OKORIE RICHARD
954
OKORO IBEKWE APOLLOS
955
OKORO JAMES NCHONWA
956
OKOROAFOR IGNATIUS EJILUGWU
957
OKOYE CHIBUZO OGONNA
958
OKOYE NNENNA CHIOMA
959
OKPAGU VALENTINE CHISOLUE
960
OKPARANTA SAMUEL
961
OKWOLI PETER IDOKO
962
OKWUADA SAMUEL KESSINGTON
963
OLABISI ADEDAYO
964
OLABODE FELICIA OLURANTI
965
OLABODE JEREMIAH
966
OLABODE OLUSEGUN VICTOR
967
OLABODE RAHMON KOLAWOLE
968
OLABODE SHADIAT OLABISI
969
OLADAPO AKINOLA OLADOTUN
970
OLADAPO LATIFAT KEMI
971
OLADAPO MODUPE LOVE
972
OLADAPO MONI ABIODUN
973
OLADAPO TINUOLA DOLAPO
974
OLADELE MICHAEL OREOLUWA
975
OLADIPO OLUYEMISI GBEMISOLA
976
OLADIPUPO FATIMO TOSIN
977
OLADIPUPO SARAFADEEN
978
OLADOSU ISLAMIYAT ADETUTU
979
OLADOYIN OLUMIDE OLAMILEKAN
980
OLAFADEHAN OLULEKE MOFOLAJU
981
OLAGBAJU BILIKISU OLOLADE
982
OLAIYA SAMUEL B.
S/N
NAMES
983
OLAJESU FAVOUR ADESHINA
984
OLAJIDE OLUKAYODE
985
OLAJIDE TOMIWA SHODEINDE
986
OLAJIGA OLUFEMI AYODEJI
987
OLAJOSAGBE JOHN OLUBUNMI
988
OLALEKAN AJAJA
989
OLALEYE ABDULLAHI AKANBI
990
OLALEYE OLAKUNLE MICHAEL
991
OLANIYAN RAMOTA OLUWABUNMI
992
OLANIYI ODERINDE
993
OLANREWAJU FILANI OLADAPO
994
OLANREWAJU KAZEEM ADIO
995
OLAOFE TOLANI
996
OLAOPA ADEOLA ABIGAEL
997
OLAPADE KEHINDE ABDULAHI
998
OLAPADE TAIWO NURUDEEN
999
OLAREWAJU AUGUSTINA YEMI
1000
OLASEHINDE ADENIKE KEMI
1001
OLASEHINDE FESTUS OLUWASEUN
1002
OLASUPO SHITTU KAZEEM
1003
OLATONA REBECCA OPEYEMI
1004
OLATUNDE AJOKE IDOWU
1005
OLATUNDE JEREMIAH ODEDIRAN
1006
OLATUNJI BAMIDELE MUSA
1007
OLATUNJI GRACE FUNMILADE
1008
OLAWUNMI ADENOLA OLAWANDE
1009
OLAYEYE RAOLAT TOLANI
1010
OLAYIWOLA MARIAM OLAIDE
1011
OLAYIWOLA MONSURA MORENI
1012
OLAYIWOLA MUHAMMED OLAJIDE
1013
OLAYIWOLA PAUL GBEMIGA
1014
OLEKA JOHNBOSCO CHIGOZIE
1015
OLEKA SIXTUS UCHE
1016
OLIVE COURT CHARITY FOUNDATION
1017
OLIVER IKE ORJIAKO
1018
OLIYIDE TITILOLA
1019
OLLEY JOSEPH
1020
OLOAPUPO RAHMAT ADEOLA
1021
OLOGUN OLUWADAMILOLA OLAKUNLE
1022
OLOKPA FIDELIA
1023
OLOLADE QUADRI OWOLABI
1024
OLOLOPETER LTD
1025
OLOMU DANIEL BIEZUGBE
1026
OLOPADE KHADIJAT TOLULOPE
1027
OLORUNKEMI JAMIU AROWOLO
1028
OLOTU OLUSOJI OLABODE
1029
OLOWONIYI ADE-DAVID
1030
OLOWONIYI CECILIA AINA
1031
OLOWOOKERE ENIOLA ABOSEDE
1032
OLOYEDE BABATUNDE OLUYEMI
1033
OLUBUKOLA OLUSEYI OLUYADI
S/N
NAMES
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
305
Annual Report and Accounts 2024
1034
OLUCHI OLIVIA NJOKU
1035
OLUEBUBE OPARA
1036
OLUFEMI OLUDE ERIIFEOLUWA
DELIGHT
1037
OLUFUNMILOLA JAMES
1038
OLUGBABI DOTUN ISAAC
1039
OLUGBEMI OLUSEGUN
1040
OLUGBOSUN ARIYO AYO
1041
OLUGBOSUN BANJI
1042
OLUJIMI AJENIKE BILIKISU
1043
OLUKAYODE & TEMITOPE EDUN
1044
OLUKOREDE OLUMUYIWA OREKOYA
1045
OLUMIDE ABIOLA FALANA
1046
OLUMUYIWA BUKOLA ABOSEDE
1047
OLUMUYIWA SAMSON OLUSEGUN
1048
OLUSEGUN SIKIRULAI ADELEYE
1049
OLUSOLA AKANJI KAYODE
1050
OLUSOLA OLALEKAN O.
1051
OLUSOLA OLUSEYI OLABIYI
1052
OLUWADAMILOLA OLOWOJOLU
1053
OLUWADARAFUNMI EGBEYEMI
1054
OLUWAFOLAJIMI SAMUEL BALOGUN
1055
OLUWAGBAMILA AKANJI MOSES
1056
OLUWAGBENGA ADEWALE PEDRO
1057
OLUWAJEMISIN FAVOUR OLUWASEUN
1058
OLUWAKEMI LATIFAT ADEKANMI
1059
OLUWAKEMI OREOLUWA ABIODUN
1060
OLUWAKEMI RACHEL OLUSINA
1061
OLUWAROTIMI AKINTOMIDE
1062
OLUWASEGUN EMMANUEL BALOGUN
1063
OLUWASEUN OLABAMIDELE FADUMIYE
1064
OLUWASEUN OMOTOSHO
1065
OLUWATOBI JOSHUA KEHINDE
1066
OLUWATOSIN MARTINS AGBENI
1067
OLUWATOYIN ELIZABETH OGUNLALU
1068
OLUYEMISI OLADUNKE ODUWOLE
1069
OLUYOH GODWIN
1070
OMAGBEMI ORITSEWEYINMI
1071
OMALE EKOJONWA JOY
1072
OMIPITAN OMOTAYO JONAH
1073
OMODARA OLUWAKEMI VERONICA
1074
OMOFUMA IRENOSEN ADETOLA
1075
OMOGIAFO OWEN DIANA
1076
OMOLE ABRAHAM OLAMILEKAN
1077
OMOLE JOSEPH ADEDEJO
1078
OMOLE RACHAEL FUNMILAYO
1079
OMONIPO ZIKIRUKAHI TAYE
1080
OMONIYI KIKEYEMI ELIZABET
1081
OMOTOLANI ADETOUN LAIYENBI
MUTIAT
1082
OMOTOSHO SULAIMON AKINADE
1083
ONABANJO OLUROTIMI OLUGBUYI
S/N
NAMES
1084
ONAIWU MATTHEW
1085
ONASANYA BENNETT ADESINA
1086
ONEKUTU EMMANUEL AKAGU
1087
ONIGBANJO ADEBAYO
1088
ONIKOYI BABATUNDE YEKEEN
1089
ONIKOYI MONSURAT OLAIDE
1090
ONIKOYI NOAH YEKINI
1091
ONITIRI ADESUNBO ADENIJI DAVID
1092
ONIYIROKUN ADENRELE OYETUNJI
1093
ONOJOBI EMMANUEL ADEBAYO
1094
ONOKURHEFE BENSON IRHIKEVWIE
1095
ONOKURHEFE BENSON IRHIKEVWIE
1096
ONORIODE PAUL EMERHANA
1097
ONOTASA SHADRACH UCHOHWO
1098
ONU BERNARD OKECHUKWU
1099
ONUIGWE JOHNSON CHIMA
1100
ONUOHA CHIDI CHIKWENDU
1101
ONUOHA PERIPAUL OLUCHKWU
1102
ONWUDIWE CHIKE TERRENCE
1103
ONWUKA LAZARUS NNADOZIE
1104
ONWULIRI CHUKWUEMEKA
ONYEMAUCHE
1105
ONWUNYI LOTANNA
1106
ONYEBUAGU IJEOYIBO JENNIFER
1107
ONYEGBADO CYNTHIA NNEKA
1108
ONYEJI UCHE LILIAN
1109
ONYEKWELU NNAEMEKA CHIJINDU
1110
ONYEMAEKE CHINWENDU MATILDA
1111
ONYENOBI IJEOMA
1112
ONYIA EMEKA JUDE
1113
OPARA CHIOMA
1114
OPARA CLEMENT ANAELE CHUKWUDI
1115
OPATOLA JOSEPH OGUNDEYI
1116
OPEGBUYI OKANLAWON TAJUDEEN
1117
OPEYEMI LUKMON ANIMASHAUN
1118
OPURUM EMMANUEL THOMAS
1119
ORAH CHINEDU JEROME
1120
OREFUWA BABATUNDE ADEMOLA
1121
OREFUWA OLUWAGBENGA GABRIEL
1122
OREFUWA OLUWASEYIFUNMI D
1123
OREFUWA TEMITOPE M
1124
ORENIYI TEMITOPE LEKE
1125
ORIBAMISE OJO STEPHEN
1126
ORINGO ADESOLA MICHAEL
1127
ORIOWO MARGARET MAYOWA
1128
ORIVOH VICTOR (ALLEDGED
DECEASED PHC/2052/2022)
1129
ORJI CHARLES OBIOMA
1130
ORJI MADUABUCHI
1131
OROIBI ERIBUSAYO ADESOLA
1132
OROLEYE NAJEEM TAIWO
1133
OSABUOHIEN KINGSLEY OSARODION
S/N
NAMES
1134
OSADIPE ADEDAYO AYODELE
1135
OSAGIE OMOTEKHALE
1136
OSARUMWENSE DENNIS KEHINDE
1137
OSENI RASHIDAT
1138
OSHIN ADESEGUN
1139
OSHINFADE BOLA TAYO
1140
OSHIOKHAI ADOLPHUS OMONOKHUA
1141
OSHIOMAH MARIAM OLAMISERI
1142
OSIFO EMMANUEL OMOREGBE
1143
OSIKALU LUCIA FUNMILAYO
1144
OSILEYEOLUGBENGA AFOLABI
1145
OSINAIKE KEHINDE SIDIKAT
1146
OSINUBI AKINYEMI OMOBOLAJI
1147
OSOSANYA OLUYOMI TOLULOPE
1148
OSOTA OBAFUNMILAYO OLABOYE
1149
OSSAI CHRISTOPHER
1150
OSUNKWO EBERE
1151
OTENIYA THERESA OMOPONMILE
1152
OTOROLEHI-OKEZIE VICTORIA
1153
OTTIH CHIMAMANDA CLAIRE
1154
OTUBANJO VICTOR OLUWASEUN
1155
OWO FAUSAT ABIODUN
1156
OWOLABI MICHAEL JAYEOBA
1157
OWOLABI TAWAKALITU
1158
OWOPETU OLUFEMI
1159
OYAFUNSO OLUGBENGA JOSEPH
1160
OYAKHILOME MOMODU KABIR
1161
OYEBAMIJI TOLA EIZABETH
1162
OYEBANJI GRACE ABIMBOLA
1163
OYEDEJI OLUWASEGUN ABIODUN
1164
OYEDELE ABDULAZEEZ ADEMOLA
TAIWO
1165
OYEDELE NURAT ADENIKE EJIDE
1166
OYEDIRAN OLANIPEKUN
1167
OYELAKIN MOTUNRAYO
1168
OYELUDE BABATUNDE. S.
1169
OYENEYE KUNLE
1170
OYESOLA FIYINFOLUWA OYEBISI
1171
OYEWO ESTHER OLUYEMISI
1172
OYEWOLE ISAIAH OLUWATOSIN
1173
OYEYEMI MAYOWA OYEGBOLA
1174
OZUMBA FRANK
1175
PASADENA ENERGY CORPORATION
(FUTUREVIEW) -
1176
PASCHAL KINGSLEY AND COMPANY
1177
PATIENCE ADAORA OBILOR
1178
PATRICK AKINWUNTAN MR & MRS
1179
PATRICK CHINELO FAVOUR
1180
PATRICK UGOCHUKWU NNAMDI
1181
PAUL AGBANIMSHUYE ASHIBEL
1182
PAUL BENEDICTA CHIKA MAUREEN
1183
PAUL JUWON ADEBIYI
S/N
NAMES
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
306
Annual Report and Accounts 2024
1184
PAUL OLUWAKAYODE ERINLE
1185
PAUL SUNDAY KINGSLEY
1186
PAXON GOLD INDUSTRIAL COY LTD
1187
PESACH CAPITALS LIMITED
1188
PETER CHINONSO EZE
1189
PETER FAYENUWO
1190
PETER GIZO
1191
PETER OLAMIDE FOLAGBADE
1192
PETER TAIWO RACHEAL
1193
PETERS ADENIKE MODUPE
1194
PHILIP ELIAS PHILIP
1195
PHILIP IKECHUKWU
1196
PINEFIELDS INVEST SERV LTD
1197
PINEFIELDS INVESTMENT SERVICES
LTD
1198
POPOOLA FUNKE ANIKE
1199
POPOOLA SHERIFAT BOLA
1200
PRECIOUS KENNEDY
1201
PRINCE KENNEDY ONYENWE
1202
PRINCE NYABIS BITRUS
1203
PRINCESS FAVOURED ADEBE
1204
PROF CHRIS EKONG FOUNDATION
1205
PURSLEY RESOURCES LTD
1206
QOWIYU ADEBIMPE SALAUDEEN
1207
RABIU SULE ADEYEMO
1208
RAHEEM ADEBAYO ADEWALE
1209
RAHMAN ADAM TOLULOPE
1210
RAIMI RAMONI ADEMOLA
1211
RAJI SAMSON JERRY
1212
RAMON ADIJAT KUBURA
1213
RASHEED RASAQ
1214
REDWOOD ASSET MANAGEMENT
LIMITED 2
1215
RENCAP SECURITIES NIG LTD-MM
TRADING
1216
REUBEN VICTORIA KEHINDE
1217
RILWAN OLAOLU RAJI
1218
RIMDAP ABDUL BIN
1219
ROBERT MBONU
1220
ROFIU KOLAWOLE SHAKIRU
1221
ROLAND OKERE
1222
ROSGATE NIGERIA LIMITED
1223
RUFAI ADEMOLA ELIAS
1224
RUKAYAT OLATANWA BUSARI
1225
SAADU FALILAT BOLANLE
1226
SADA VICTOR OGHOGHO MR
1227
SAGOE KWEKU-MENSAH OLAKUNLE
1228
SAKA ABDULGANIYU A
1229
SAKA NUSIRAT OMOBOLANLE
1230
SAKA WAHEED ALAO
1231
SAKARIYAHU SHUAIB TOYIN
1232
SALAM AZEEZ ADEYEMI
S/N
NAMES
1233
SALAMI BIMBO IYABO
1234
SALAMI IBRAHIM BABALOLA
1235
SALAMI JUSTIINA SOBALOJU
1236
SALAMI OLASUNKANMI TIRIMISIYO
1237
SALAMI OYENMWEN
1238
SALAMI RASHEEDAT ABOSEDE
1239
SALAMI SILIFAT ADEBOLA
1240
SALAMI YUSUFU BISI
1241
SALAU MOHAMMED ADEBANJO
1242
SALAUDEEN WASIU ADEWALE
1243
SALEH YELWA IBRAHIM
1244
SALEMSON SHAREHOLDERS ASSO OF
NIGERIA
1245
SALIHU LUKMAN
1246
SALISU SHUIBU RAKIYA
1247
SALIU FAUSAT REMILEKUN
1248
SAMUEL ADEYEMO
1249
SAMUEL AKOSILE
1250
SAMUEL AYEBATONYE
1251
SAMUEL BENITA SUNGAMOTE
1252
SAMUEL DAMILOLA ADEOTI
1253
SAMUEL OLAYINKA NIFEMI
1254
SAMUEL UADE
1255
SANGUDI GENEVIEVE
1256
SANNI ABIODUN CHRISTIANA
1257
SANUSI ISMAIL FOLAWIYO
1258
SANUSI ISMAIL OLASUKANMI
1259
SARKI - UMAR ALIA FEYISAYO ASAKE
1260
SAVAGE ADEBUKOLA ARIKE
1261
SAVAGE SPENCER AKINKUNMI
1262
SCM CAPITAL LIMITED
1263
SEGUN ADEWALE OLADELE
1264
SEGUN AFOLABI
1265
SEGUN BRIGHT LADEINDE
1266
SHADRACH PROMISE OJEMIRE
1267
SHARON INEM
1268
SHILTON WILFRED BANIGO
1269
SHITTA-BEY DHIKRULLAHI OLAWALE
1270
SHITTA-BEY OMOWUNMI
1271
SHITTU AHMID ADEMOLA
1272
SHITTU BOLANLE KAFAYAT
1273
SHITTU HAFSAT OMOLABAKE
1274
SHITTU SULAIMON AYINLA
1275
SHOBANDE COMFORT OLUSHOLA
1276
SHODEINDE OLUWATOBI EMMANUEL
1277
SHODEKE OMOLARA DORCAS
1278
SHOFOLAHAN ANTHONIA
OLUWATOYIN
1279
SHOFOLAHAN CHARLES OLUSEGUN
1280
SHOFOLAHAN ELIZABETH
OLUBUKONLA
1281
SHOFOLAHAN FRANCISCA BOLATITO
S/N
NAMES
1282
SHOFOLAHAN SUNDAY O.
1283
SHOKUNBI KHADIJAT OLASUMBO
1284
SHOMORIN OLUWAKEMI SEUN
1285
SHOPEJU EFUNBOSEDE AYOTUNDE
1286
SHOPEJU EFUNBOSEDE AYOTUNDE
1287
SHOTUNDE BABATUNDE SUNDAY
1288
SHUAIBU HAUWAU KULU
1289
SIMAN LARAI
1290
SKENE EDWARD
1291
SODUNKE MUAZ TEMITOPE
1292
SOEZE RITA OGECHI
1293
SOFOWORA SHAMSONDEEN AINA
1294
SOKUNBI LUKMAN
1295
SONIBARE WAHEED AKANNI
1296
SOTUBO BOLA OLU ABAYOMI
1297
SOWEMIMO BASIRU SOLA
1298
SOYE BRIGGS
1299
SOYEMI IBIJOKE IDAYAT
1300
STANDWELL OGAGA OKPROJOSEPH
1301
STANLEY CHIDOZIE UBA
1302
STANLEY CHIKA ADINDU
1303
STEPHEN JOSHUA VRENGKAT
1304
STEPHEN OJUKWU
1305
STEPHEN OLANREWAJU OLAPADE
1306
STEVE ENI EGBE
1307
SUCCESS IBINYE SOKARI
1308
SULEIMAN TIJANI
1309
TAIRU TAIWO KAMALIDEEN
1310
TAIWO ADEMOLA SIMEON
1311
TAIWO ODION IYARE
1312
TAIWO UZOAMAKA TAIWO
1313
TAIWO YETUNDE
1314
TAJUDEEN TAIWO JAMIU
1315
TAJUDEEN TINUBU TEMILOLUWA
1316
TALABI TOLULOPE OLUKAYODE
1317
TAMUNO-OPUBO DANIEL DICK
1318
TANIMOWO TAIWO OLADIPUPO
1319
TAYO MOJISOLA OLUFUNSO
1320
TEDEYE OMAJUWA
1321
TELLA DORCAS ADENIKE
1322
TEMITAYO ARATUNDE
1323
TEMITOPE AYOOLA OLALEYE
1324
TEMITOPE KAFAYAT OYEMADE
1325
THEOPHILUS MADUABUCHI EMEM
1326
TIAMIYU BASIRAT KEHINDE
1327
TIEMI PETER
1328
TIERCE INVESTMENTS LIMITED
1329
TIJANI AJIMOTU MONYENI
1330
TINA UREGWU UPAH
1331
TITUS UCHE
1332
TOCHUKWU JAMES UZODIMMA
S/N
NAMES
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
307
Annual Report and Accounts 2024
1333
TOLUWASE BOLUJO
1334
TOMIDE TEMIDAYO OLORUNTOBA
1335
TONY ONWUJIARIRI
1336
TOYE DOYINSOLA MARY
1337
TRACY SAFURATU MUSTAPHA
1338
TUEDOR FRANCIS
1339
TUKUR AMINU MUHAMMAD
1340
TWO EDGE PARTNERS GLOBAL
LIMITED
1341
UBAS NOMINEE
1342
UBIAGBA DICKSON ISAH
1343
UBON INYANG EYOH
1344
UBUANE EHIMUAN
1345
UCHECHUKWU MKPUMA
1346
UCHEMEFUNA RAPULUCHUKWU
1347
UCHENDU JAMES CHIMEREMEZE
1348
UCHENYI KESANDU CHUKWUBUEZE E
1349
UCHENYI UZOAMAKA UCHECHI
1350
UDEAGWU FIDELIS CHUKWUETALU
1351
UGOCHUKWU ONYEKACHI
1352
UGORJI ONYEMA EHIME
1353
UJU ADAKU UGOCHI
1354
UKARIWO NKPA
1355
UKPAKA ADANNA
1356
UKPONG CHRISTIANA LUCKY
1357
UMEGE CHUKWUKA
S/N
NAMES
1358
UMEOKORO IFEANYICHUKWU JUDE
1359
UMEONISO OSAH
1360
UMOH OTOBONG ISAIAH
1361
UMUKORO EMMANUEL FRANKLIN
1362
UNACHI KENNETH UGOCHI
1363
URHUDE ERNEST OGAGA OGHENE
1364
USMAN HAMMED OLUWASHOLA
1365
USMAN SADIQ
1366
UTERE INIOBONG OBOT
1367
UWALAKA CHINEDU NNANNA
1368
UZOMA EUSEBIUS IWUFRED
1369
UZOMA KELECHI
1370
VANDU PAUL POLYCARP
1371
VETIVA LIMITED
1372
VETIVA TRUSTEES LIMITED-CLIENTS
CSCS
1373
VICTOR & BRIDGET DANIA
1374
VICTOR EDEM
1375
VICTOR EFFIOM OROK
1376
VICTOR EFRON KARAH
1377
VICTOR ESAN
1378
VICTOR OVIE LAWAL
1379
VICTORIA OLAREWAJU
1380
VINCENT CHRISTIE
OTUOSOROCHUKWU
1381
VINSTAR CONSULTING
1382
VISTA INVESTMENT PROPERTY LIMITED
S/N
NAMES
1383
VITUS CHISOM ANYIKWA
1384
WANOGHO-ONUNKETE ENI
1385
WASIU ADEWALE AZEEZ
1386
WEWE MARY IMADE
1387
WILLIAMS ESTHER FOLASHADE
1388
WILLIAMS GRACE NWAKEGO
1389
WILLIAMS RUTH OLAMIDE
1390
WILLIAMS SERAH QUEEN
1391
WISDOM CHIJIOKE AKAZUA
1392
WOFIKAH ADAVIRUKU
1393
YAKUBU SULEIMAN
1394
YARROW ALIMOT SHADIAT
1395
YINUSA RIDWAN ADESHINA
1396
YISA FALILAT ABIODUN
1397
YUSSUF ADEBOLA MICHAEL
1398
YUSSUF ZAINAB ADESHINA
1399
YUSUF ABDURAZAQ BELLO
1400
YUSUF BASHIR AHMED
1401
YUSUF IBRAHEEM MUHAMMAD
1402
YUSUF NURUDEEN
1403
YUSUF RIDWAN OLALEKAN
1404
YUSUFF FEMI LATEEF
1405
YUSUFF KABIR GBADEBO
1406
YUSUFF MUSTAPHA
1407
ZAWIYA SAMINU RABIU
1408
ZIMUZO LEONARD NWOSU
S/N
NAMES
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
308
Annual Report and Accounts 2024
General Information
Board of Directors
Udoma Udo Udoma
Independent Chairman
Nigerian
Roger Brown
Chief Executive Officer / Executive Director
British
Samson Ezugworie
Chief Operating Officer / Executive Director
Nigerian
Eleanor Adaralegbe
Chief Financial Officer / Executive Director
Nigerian
Bello Rabiu
Senior Independent Non-Executive Director
Nigerian
Olivier De Langavant
Non-Executive Director
French
Ernest Ebi
Non-Executive Director
Nigerian
Kazeem Raimi
Non-Executive Director
Nigerian
Nathalie Delapalme
Non-Executive Director
French
Emma FitzGerald
Independent Non-Executive Director
British
Bashirat Odunewu
Independent Non-Executive Director
Nigerian
Koosum Kalyan
Independent Non-Executive Director
South African
Christopher Okeke
Independent Non-Executive Director
Nigerian
Babs Omotowa
Independent Non-Executive Director
Nigerian
Company Secretary
Edith Onwuchekwa
Registered office and business
Address of Directors
16A Temple Road (Olu Holloway)
Ikoyi, Lagos, Nigeria
Registered number
RC No. 824838
FRC number
FRC/2014/00000002714
Auditor
PricewaterhouseCoopers
Landmark Towers, 5b Water Corporation Road
Victoria Island, Lagos,
Registrar
DataMax Registrars Limited
2c Gbagada Expressway
Gbagada Phase 1,
Lagos
Nigeria
Solicitors
Albert Akpomudje SAN & Partners
Allen & Overy LLP
Ama Etuwewe SAN & Co.
Ashurt LLP
Bayo Osipitan & Co.
Bracewell (UK) LLP
Banwo & Ighodalo
Dentons – ACAS Law
D.D. Dodo & Co
Gbenga Biobaku & Co.
G.C. Arubayi & Co.
Giwa Osagie & Co
J.A. Orhorho & Co
J.E. Okodaso & Co
Kenna Partners
Lexsetters LLP
Mas Tax & Legal
Matthew Burkaa & Co
O.A. Omonuwa (SAN) & Co.
Obrik Uloho & Co
Odujinrin & Adefulu
Ogaga Ovrawah & Co
Olaniwun Ajayi LP
Olayinka Olajuwon & Co.
Ovie Abenabe & Co.
Pentagon Partners Legal Practitioners
Pinheiro LP
Streamsowers & Kohn
Templars
Thompson Okpoko & Partners
Udo Udoma & Belo-Osagie
V.E. Akpoguma & Co.
White & Case LLP
Wole Olanipekun
Bankers
Citibank, N.A
Nedbank Limited
The Standard Bank of South Africa Limited
Stanbic IBTC Capital Limited
FirstRand Bank Limited
The Mauritius Commercial Bank Limited
J.P. Morgan Securities PLC
Standard Chartered Bank
First City Monument Bank Limited
BP Oil International Limited
Zenith Bank PLC
United Bank for Africa PLC
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
309
Annual Report and Accounts 2024
Glossary of terms
AEP
Amukpe Escravos Pipeline
AG
Associated Gas
AGM
Annual General Meeting
AGPC
ANOH Gas Processing
Company
ANOH
Assa North Ohaji South
BOE
Barrels of Oil Equivalent
BOPD
Barrels of Oil Per Day
BRAC
Business Risk and Assurance
Committee
CBN
Central Bank of Nigeria
CNG
Compressed Natural Gas
CSPA
Crude Sale and Purchase
Agreement
DD&A
Depreciation, Depletion, &
Amortisation
DPP
Deep Decarbonisation Project
E&A
Exploration and Appraisal
EBIT
Earnings Before Interest, & Tax
EBITDA
Earnings Before Interest, Tax,
Depreciation & Amortisation
EOT
Escravos Oil Terminal
EPS
Earnings Per Share
ERM
Enterprise Risk Management
ESG
Environmental, Social, &
Governance
ETP
Energy Transition Plan
EU-FQD
European Union Fuel Quality
Directive
EWT
Extended Well Testing
FDI
Foreign Direct Investment
FID
Final Investment Decision
FOT
Forcados Oil Terminal
FTSE
Financial Times Stock Exchange
Index
FVAR
Flare Valves Leak and Repair
FX
Foreign Exchange
GDP
Gross Domestic Product
GHG
Greenhouse Gas
GMOU
Global Memorandum of
Understanding
GRI
Global Reporting Initiative
GSA
Gas Supply Agreement
GW
Giga Watt
HCDT
Host Community Development
Trust
I&E
Investors & Exporters
IFRS
International Financial Reporting
Standards
IOC
International Oil Company
IPIECA
International Petroleum Industry
Environmental Conservation
Association
ISO
International Standards
Organisation
JV
Joint Venture
KPI
Key Performance Indicator
LDAR
Leak Detection and Repair
LNG
Liquefied Natural Gas
LPG
Liquefied Petroleum Gas
LTF
Liquid Treatment Facility
LTIF
Lost Time Incident Frequency
LTIP
Long-Term Incentive Plan
M&A
Mergers & Acquisition
MMBBLS
Million Barrels
MMSCFD
Million Standard Cubic Feet per
Day
MPNU
Mobil Producing Nigeria
Unlimited
NCCC
National Council on Climate
Change
NDC
Nationally Determined
Contributions
NMDPRA
Nigerian Midstream and
Downstream Petroleum
Regulatory Authority
NNPC
Nigerian National
PetroleumCompany
NOC
National Oil Companies
NSE
Nigerian Stock Exchange
NUPRC
Nigerian Upstream Petroleum
Regulatory Commission
NZE
Net Zero Emissions
O&G
Oil and Gas
OB3
Obiafu-Obrikom-Oben Gas
Pipeline
OML
Oil Mining Licences
OPEC
Organisation of Petroleum
Exporting Countries
OPL
Oil Prospecting Licence
PIA
Petroleum Industry Act
R&D
Research & Development
RCF
Revolving Credit Facility
SDG
Sustainable Development Goals
SPDC
Shell Petroleum Development
Company
SPM
Single Point Mooring
STEPS
IEA Stated Policies Scenario
TCFD
Task Force on Climate-related
Financial Disclosures
TRIR
Total Recordable Incident Rate
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
310
Annual Report and Accounts 2024
Forward looking statement
This presentation may include statements that are, or may be deemed to be, "forward-looking statements". These forward-looking statements
involve known and unknown risks and uncertainties, many of which are beyond the Company's control and all of which are based on the
Company’s current beliefs and expectations about future events. These forward-looking statements may be identified by the use of forward-
looking terminology, including the terms "believes", "estimates", "plans", "projects", "anticipates", "expects", "intends", "may", "will" or "should" or, in
each case, their negative or other variations or comparable terminology, or by discussions of strategy, plans, objectives, goals, future events or
intentions. These forward-looking statements include all matters that are not historical facts. Forward-looking statements may and often do differ
materially from actual results. Any forward-looking statements reflect the Company's current view with respect to future events and are subject
to risks relating to future events and other risks, uncertainties and assumptions relating to the Company's business, results of operations, financial
position, liquidity, prospects, growth, strategies and the oil and gas business. Forward looking statements speak only as of the date they are
made and cannot be relied upon as a guide to future performance. The Company undertakes no obligation to update any forward-looking
statements, whether as a result of new information, future events or otherwise, except to the extent legally required. No part of these results
constitutes, or shall be taken to constitute, an invitation or inducement to invest in the Company and must not be relied upon in any way in
connection with any investment decision.
OVERVIEW
STRATEGIC REPORT
GOVERNANCE REPORT
FINANCIAL STATEMENTS
ADDITIONAL INFORMATION
Seplat Energy Plc
311
Annual Report and Accounts 2024
Seplat Energy Plc
Head Office
16a Temple Road
Ikoyi
Lagos
Nigeria
London Office
Fourth Floor
58-60 Berners Street
London W1T 3NQ
United Kingdom
seplatenergy.com