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SEPL Seplat Energy Plc

148.00
0.00 (0.00%)
Last Updated: 11:29:07
Delayed by 15 minutes
Share Name Share Symbol Market Type Share ISIN Share Description
Seplat Energy Plc LSE:SEPL London Ordinary Share NGSEPLAT0008 ORD NGN0.50 (DI)
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.00% 148.00 146.50 148.00 152.00 148.00 150.00 71,790 11:29:07
Industry Sector Turnover Profit EPS - Basic PE Ratio Market Cap
Oil & Gas Field Services,nec 696.87B 54.58B 92.7479 0.02 1.08B

SEPLAT Petroleum Development Co PLC 2016 Annual Report and Notice of AGM (3280D)

26/04/2017 7:01am

UK Regulatory


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TIDMSEPL

RNS Number : 3280D

SEPLAT Petroleum Development Co PLC

26 April 2017

26 April 2017

SEPLAT Petroleum Development Company PLC

SEPLAT PetDevCom plc - 2016 Annual Report and Notice of AGM

SEPLAT Petroleum Development Company PLC confirms it has today posted its Annual Report and Accounts for the year ended 31 December 2016 to shareholders together with the notice of the 2016 Annual General Meeting (AGM) and forms of proxy. The Company will hold its AGM at 11 a.m. (local time) on Wednesday 1 June 2017 at the Civic Centre, Ozumba Mbadiwe Road, Victoria Island, Lagos, Nigeria.

In accordance with Listing Rule 14.3.6 copies of the Company's Annual Report and Accounts for the year ended 31 December 2016, the Notice of AGM and proxy forms have also been submitted to the FCA for publication through the document viewing facility of the National Storage Mechanism and will shortly be available for inspection at http://www.morningstar.co.uk/uk/NSM.

In accordance with Disclosure and Transparency Rule 6.3.5R(3), copies are available on the Company's website, www.seplatpetroleum.com.

A condensed set of the Company's financial statements and extracts of the management report, were included in the Company's Final Results announcement on 30 March 2017. That information, together with the Appendices to this announcement, which contains the following additional information that has been extracted from the 2016 Annual Report, constitutes the material required for the purposes of compliance with DTR 6.3.5 only:

   --                  the Directors' Responsibilities Statement; 
   --                  a description of principal risks and uncertainties that the Company faces; and 
   --                  related party transactions. 

This announcement should be read in conjunction with and is not a substitute for reading the full 2016 Annual Report. Page and note references in the text below refer to page numbers and notes in the 2016 Annual Report and terms defined in that document have the same meanings in these extracts.

Enquiries:

Seplat Petroleum Development Company Plc

Roger Brown, CFO

Andrew Dymond, Head of Investor Relations +44 (0) 203 725 6500

Chioma Nwachuku, GM - External Affairs and Communications +234 12 770 400

FTI Consulting

Ben Brewerton / Sara Powell / +44 (0) 203 727 1000

seplat@fticonsulting.com

Notes to editors

Seplat Petroleum Development Company Plc is a leading indigenous Nigerian oil and gas exploration and production company with a strategic focus on Nigeria, listed on the Main Market of the London Stock Exchange ("LSE") (LSE:SEPL) and Nigerian Stock Exchange ("NSE") (NSE:SEPLAT).

In July 2010, Seplat acquired a 45 percent participating interest in, and was appointed operator of, a portfolio of three onshore producing oil and gas leases in the Niger Delta (OMLs 4, 38 and 41), which includes the producing Oben, Ovhor, Sapele, Okporhuru, Amukpe and Orogho fields. Since acquisition, Seplat has more than tripled production from these OMLs.

In June 2013, Newton Energy Limited, a wholly-owned subsidiary of the Company, entered into an agreement with Pillar Oil Limited to acquire a 40 percent participating interest in the Umuseti/Igbuku marginal field area within OPL 283. In February 2015, Seplat completed the acquisition of a 40 percent working interest in OML 53 and a 22.5 percent working interest in OML 55, Onshore Nigeria.

Seplat is pursuing a Nigeria focused growth strategy and is well-positioned to participate in future divestment programmes by the international oil companies, farm-in opportunities and future licensing rounds.

For further information please refer to the Company's website, http://seplatpetroleum.com/

Appendices

Appendix A: Statement of Directors' responsibilities

The following Statement of Directors' responsibilities is extracted from the 2016 Annual Report and Accounts (page 111).

The Companies and Allied Matters Act, CAP C20, Laws of the Federation of Nigeria 2004, 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 Company at the end of the year and of its profit or loss. The responsibilities include ensuring that the Company:

a. keeps proper accounting records that disclose, with reasonable accuracy, the financial position of the Company and comply with the requirements of the Companies and Allied Matters Act, CAP C20, Laws of the Federation of Nigeria 2004;

b. establishes adequate internal controls to safeguard its assets and to prevent and detect fraud and other irregularities; and

c. prepares its financial statements using suitable accounting policies supported by reasonable and prudent judgements 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 judgements and estimates, in conformity with International Financial Reporting Standards ('IFRS'), the requirements of the Companies and Allied Matters Act, CAP C20, Laws of the Federation of Nigeria 2004 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 Company and of its financial performance 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 Company will not remain a going concern for at least 12 months from the date of this statement.

Signed on behalf of the Directors by

A.B.C. Orjiako

Chairman

FRC/2013/IODN/00000003161

30 March 2017

Austin Avuru

Chief Executive Officer

FRC/2013/IODN/00000003100

30 March 2017

Appendix B: Principal risks and uncertainties

The following Principal risks and uncertainties table is extracted from the 2016 Annual Report and Accounts (pages 50 to 53).

Monitoring and mitigating risks to the business

The implementation of our strategy can be hindered by various risks and uncertainties. The risks that the Board considers most significant are described here.

 
 Key risk         Description          Mitigation          KPI/Performance                         Strategic   Assessment   Trend 
                                                            metric                                  pillars 
---------------  -------------------  ------------------  --------------------------------------  ----------  -----------  -------------- 
 Operational risks 
----------------------------------------------------------------------------------------------------------------------------------------- 
 Field            Failure              Focus                                                       1/          High         Steady. 
 operations        to manage           on risk              *    Net working interest production    2/                      Whilst 
 and project       operational         management                                                   3                       this risk 
 deliverability    activities          at planning                                                                          still 
                   in line             phase                *    Operating costs per boe                                    remains, 
                   with                and mitigations                                                                      there 
                   planned             plans                                                                                have been 
                   expectations        activated.                                                                           significant 
                   can lead            Compulsory                                                                           improvements 
                   to production       'peer-to-                                                                            in the 
                   misses,             peer'                                                                                contributory 
                   project             review                                                                               areas 
                   delays              for high-value                                                                       of land 
                   and cost            projects                                                                             acquisition 
                   overruns,           and better                                                                           and 
                   high                project                                                                              preparation. 
                   production          management 
                   costs               techniques. 
                   and earlier         Protracted 
                   than                land acquisition, 
                   expected            preparation 
                   field               and rig 
                   decommissioning.    startup 
                                       have been 
                                       contributory 
                                       factors 
                                       which 
                                       have received 
                                       focused 
                                       attention 
                                       and significant 
                                       process 
                                       improvements 
                                       and improved 
                                       communications 
                                       with JV 
                                       partner 
                                       and approving 
                                       regulators 
                                       to mitigate 
                                       delays. 
                                       Use of 
                                       smart/intelligent 
                                       wells 
                                       to improve 
                                       recovery 
                                       and improved 
                                       rig performance 
                                       monitoring 
                                       and reporting 
                                       to manage 
                                       NPTs. 
---------------  -------------------  ------------------  --------------------------------------  ----------  -----------  -------------- 
 Third            An over-reliance     Exports                                                     1/3         Very         Increased. 
 party             on third             via the             *    Net working interest production                High         With the 
 infrastructure    party                alternative                                                                          extended 
 downtime          operated             Warri                                                                                outage 
                   transportation       refinery            *    Days downtime                                               of Forcados 
                   infrastructure       route                                                                                export 
                   can expose           commenced                                                                            terminal. 
                   the Company          in 2016,            *    EBIT 
                   to extended          albeit 
                   periods              at constrained 
                   of production        rates. 
                   shut-in              Upgrades 
                   and reduced          and jetty 
                   earnings.            repairs 
                                        will allow 
                                        for a 
                                        stabilised 
                                        30,000 
                                        bopd gross 
                                        export 
                                        capacity 
                                        via this 
                                        route. 
                                        The Company 
                                        is supporting 
                                        NAPIMS 
                                        on completion 
                                        of the 
                                        Amukpe 
                                        to Escravos 
                                        pipeline. 
                                        Two contingency 
                                        storage 
                                        tanks 
                                        at Amukpe 
                                        provide 
                                        a buffer 
                                        during 
                                        shorter 
                                        periods 
                                        of shut-in. 
---------------  -------------------  ------------------  --------------------------------------  ----------  -----------  -------------- 
 HSSE             Oil and              Deployment                                                  5/1/3       High         Steady. 
  risks            gas activities      of an                 *    HSSE scorecards                                           Though 
                   carry               HSSE Management                                                                      the risk 
                   significant         System                                                                               is inherent, 
                   levels              in line               *    LTIF                                                      we will 
                   of HSSE             with best                                                                            continue 
                   risks               practices.                                                                           to deploy 
                   if not              Monitoring            *    TRIR                                                      our HSSE 
                   properly            and reporting                                                                        risk 
                   managed.            of HSSE                                                                              management 
                   As activity         performance                                                                          in line 
                   levels              scorecards                                                                           with best 
                   continue            at management                                                                        practices 
                   to increase         level                                                                                and with 
                   there               and Board                                                                            strong 
                   is a                level.                                                                               emphasis 
                   strong              Our HSSE                                                                             on 
                   focus               systems                                                                              prevention. 
                   on preventing       and process 
                   major               have been 
                   environmental,      subject 
                   health              to independent 
                   or safety           review 
                   incidents.          and identified 
                                       improvement 
                                       initiatives 
                                       are being 
                                       deployed. 
                                       Continual 
                                       focus 
                                       on HSSE 
                                       training 
                                       and initiatives 
                                       focused 
                                       on incidence 
                                       prevention. 
                                       Emergency 
                                       Response 
                                       plan set 
                                       for any 
                                       eventuality 
                                       and comprehensive 
                                       Incident 
                                       Review 
                                       panels 
                                       to identify 
                                       and channel 
                                       lessons 
                                       learnt 
                                       to improvement 
                                       activities. 
---------------  -------------------  ------------------  --------------------------------------  ----------  -----------  -------------- 
 Sustained        Exploration          Strict              Reserve                                 1/2/3       High         No change. 
  E&A programme    and appraisal        compliance          replacement                                                     Reduced 
  failure          activities           with reservoir                                                                      E&A 
                   carry                management                                                                          activities 
                   significant          guidelines.                                                                         but we 
                   levels               Building                                                                            will monitor 
                   of subsurface        internal                                                                            the outcomes 
                   risk.                capacity                                                                            of further 
                   Sustained            with skilled                                                                        studies. 
                   E&A drilling         subsurface 
                   failure              expertise. 
                   will 
                   impact 
                   the Company's 
                   ability 
                   to organically 
                   replace 
                   reserves 
                   and production. 
---------------  -------------------  ------------------  --------------------------------------  ----------  -----------  -------------- 
 External risks 
----------------------------------------------------------------------------------------------------------------------------------------- 
 Security         The Company          Continuous                                                  5/1/3       Very         Increased. 
  incidents        operates            security              *    LTIF                                          high        With uptick 
                   in a                monitoring                                                                           in militancy 
                   region              and intelligence.                                                                    activities 
                   where               Quick                 *    TRIR                                                      in the 
                   security            mechanism                                                                            Niger 
                   incidents           for security                                                                         Delta. 
                   such                advisory              *    Security incidents.                                       We will 
                   as kidnappings      to staff                                                                             continue 
                   and criminal        and movement                                                                         our 
                   attacks             restriction                                                                          monitoring 
                   can occur.          for high                                                                             and 
                                       alert                                                                                vigilance. 
                                       situations. 
---------------  -------------------  ------------------  --------------------------------------  ----------  -----------  -------------- 
 Failure          Failure              Successful                                                  5/1         High         No change. 
  to manage        to manage           operation            *    Net working interest production                            We continue 
  stakeholder      stakeholders        of the                                                                               to enjoy 
  relationships    can result          GMOU agreement                                                                       good working 
                   in business         with host            *    LTIF                                                       relations 
                   disruptions         communities,                                                                         with all 
                   and interference.   periodic                                                                             stakeholders. 
                   The Company         engagement           *    TRIR 
                   prioritises         and feedback 
                   the effective       forums. 
                   management          Tailored             *    Host community incidences 
                   of relationships    CSR programmes, 
                   with                capacity 
                   all stakeholders    building 
                   including           and 
                   host                infrastructure 
                   communities,        developments 
                   government,         with the 
                   regulatory          host communities. 
                   bodies              Organisational 
                   and shareholders.   focus 
                                       and clear 
                                       strategy 
                                       to deliver 
                                       shareholder 
                                       value 
                                       pursued 
                                       by the 
                                       Board 
                                       and management. 
                                       Corporate 
                                       governance 
                                       and transparency 
                                       in dealings 
                                       with regulators 
                                       and JV 
                                       partners. 
---------------  -------------------  ------------------  --------------------------------------  ----------  -----------  -------------- 
 Geo-political    Nigeria              Scenarios           Occurrences                             5/1/3       High         No change. 
  risk             has at               and response        of civil                                                         We will 
                   times                option              unrest                                                           continue 
                   in its               plans               and terrorism                                                    to monitor 
                   history              set. Crisis                                                                          situations 
                   faced                management                                                                           closely. 
                   political            team over 
                   uncertainties        the high 
                   and threats          alert 
                   such                 political 
                   as terrorism         periods. 
                   aimed                Business 
                   at de-stabilising    continuity 
                   and undermining      plans 
                   the orderly          actioned 
                   and effective        in light 
                   rule                 of current 
                   of central           geo-political 
                   government.          situation. 
---------------  -------------------  ------------------  --------------------------------------  ----------  -----------  -------------- 
 Financial risks 
----------------------------------------------------------------------------------------------------------------------------------------- 
 Oil price        Oil prices           Hedging                                                     1           Very         Increased. 
  volatility       have                 continues            *    Realised oil price                            High        With the 
                   exhibited            to be                                                                               very low 
                   a history            an option,                                                                          oil prices 
                   of volatility        with the             *    Operating cash flow                                       early 
                   and can              Company                                                                             in 2016. 
                   fluctuate            benefitting                                                                         We will 
                   sharply              from the                                                                            continue 
                   in line              strike                                                                              to take 
                   with                 price                                                                               hedge 
                   external             hedged                                                                              positions 
                   factors.             in Q4                                                                               and apply 
                                        2016.                                                                               cost 
                                        Price                                                                               reduction 
                                        sensitisation                                                                       strategies. 
                                        on project 
                                        economics 
                                        and cost 
                                        discipline 
                                        for capital 
                                        projects 
                                        sanctioning. 
                                        Aggressive 
                                        focus 
                                        on cost 
                                        reduction. 
---------------  -------------------  ------------------  --------------------------------------  ----------  -----------  -------------- 
 Changes          If the               Perform                                                     1/3         Very         Steady. 
 to tax           tax                   evaluation           *    Effective tax rate                            High        New 
 status           regime/legislation    of business                                                                         government 
 and              and incentives        plan and                                                                            in Nigeria 
 legislation      under                 performance          *    Tax status                                                has resumed 
                  which                 metrics                                                                             the 
                  the Company           exclusive                                                                           review 
                  operates              of any                                                                              of the 
                  its assets            tax benefits.                                                                       PIB and 
                  were                  Project                                                                             we will 
                  to change,            economics                                                                           continue 
                  profitability         determined                                                                          to monitor 
                  will                  on maximum                                                                          the 
                  be impacted.          tax basis                                                                           situation. 
                                        to mitigate 
                                        impact 
                                        of any 
                                        potential 
                                        change 
                                        in tax 
                                        status. 
                                        Impact 
                                        assessment 
                                        of potential 
                                        tax legislature 
                                        monitored 
                                        at the 
                                        Board 
                                        level. 
---------------  -------------------  ------------------  --------------------------------------  ----------  -----------  -------------- 
 Availability     The oil              Working                                                     1/3/4       Very         Steady. 
  of capital       and gas              on alternative       *    JV receivables                                High        Discussions 
                   industry             funding                                                                             on 
                   is highly            arrangement                                                                         alternative 
                   capital              with JV              *    Capital expenditures                                      funding 
                   intensive.           partner.                                                                            continue 
                   Significant          Board                                                                               to progress. 
                   amounts              review               *    New M&A activities 
                   of capital           and approval 
                   are required         of financial 
                   to continue          strategy 
                   development          and debt 
                   activities           refinancing 
                   and fund             arrangements 
                   M&A.                 with strong 
                   Non funding          banking 
                   of cashcalls         relationships. 
                   by JV 
                   partners 
                   impacts 
                   activities 
                   and liquidity. 
---------------  -------------------  ------------------  --------------------------------------  ----------  -----------  -------------- 
 Ineffective      Increasing           Comprehensive                                               5/1/3       Very         Increasing, 
  cost            operating             budgeting            *    Operating cost per boe                        High        with the 
  control         cost                  process                                                                             associated 
                  and ineffective       approved                                                                            pressures 
                  capital               by the               *    EBIT                                                      from low 
                  cost                  joint                                                                               oil pricing 
                  control               venture                                                                             requiring 
                  negatively            partner              *    Capital expenditure                                       greater 
                  impacting             and the                                                                             cost 
                  operating             Board.                                                                              discipline. 
                  cash                  Clear                *    Well costs 
                  flows                 cost management 
                  and profitability.    targets. 
                                        Grading 
                                        of portfolio 
                                        opportunities 
                                        and project 
                                        ranking 
                                        for capital 
                                        allocation. 
                                        Focus 
                                        on reducing 
                                        drilling 
                                        costs 
                                        at well 
                                        design 
                                        phase. 
                                        Cost monitoring 
                                        and periodic 
                                        reporting. 
                                        Focus 
                                        on effective 
                                        contracting 
                                        strategies 
                                        for cost 
                                        reduction. 
---------------  -------------------  ------------------  --------------------------------------  ----------  -----------  -------------- 
 Strategic risks 
----------------------------------------------------------------------------------------------------------------------------------------- 
 Portfolio        High                 Focus               Successful                              1/3         High         Steady, 
  concentration    dependency           on portfolio        execution                                                       as the 
  risk             on a                 expansion           of new                                                          Company 
                   concentrated         strategy            acquisition                                                     is currently 
                   portfolio            from the            and farm-in                                                     in a 
                   of producing         Board               opportunities                                                   portfolio 
                   blocks               level                                                                               expansion 
                   and limited          to diversify                                                                        phase. 
                   number               current 
                   of wells             portfolio. 
                   can leave            Integrated 
                   the Company          long-term 
                   more                 planning 
                   susceptible          on crude 
                   to declining         oil and 
                   long-term            gas business. 
                   growth 
                   and reserves 
                   depletion. 
---------------  -------------------  ------------------  --------------------------------------  ----------  -----------  -------------- 
 Merger           Growth               New business        -- Successful                                       High         Steady. 
  &               through              development          execution                                                       DRB process 
  Acquisition     M&A activities       unit always          of new                                                          in place 
  ('M&A')         is part              looking              acquisition                                                     to vet 
  risk            of Seplat's          for the              and farm-in                                                     opportunities 
                  strategy             right                opportunities                                                   and deals. 
                  to pursue            opportunities 
                  a focused            for Seplat. 
                  acquisition          Decision 
                  and farm-in.         review 
                  M&A deals            board 
                  and transactions     ('DRB') 
                  come                 process 
                  with                 in place 
                  significant          to ensure 
                  risk                 deals 
                  including            are properly 
                  structural,          vetted 
                  commercial           and adequate 
                  and integration      due diligence 
                  risks.               done on 
                  There                new 
                  is also              opportunities. 
                  the risk             The DRB 
                  of non-achievement   ensures 
                  of acquisition       the commercial, 
                  targets              structural, 
                  due to               KYC and 
                  highly               integration 
                  competitive          risks 
                  landscape.           are fully 
                                       considered 
                                       and addressed 
                                       with mitigation 
                                       plan approved 
                                       and in 
                                       place 
                                       prior 
                                       to deal 
                                       closing. 
---------------  -------------------  ------------------  --------------------------------------  ----------  -----------  -------------- 
 Bribery          Bribery              Extensive                                                   5           High         No change, 
 and corruption    and corruption       training             *    Whistleblowing reports                                    as 
 risk              presents             on anti-bribery                                                                     geographical 
                   a risk               and corruption.                                                                     location 
                   throughout           Embedding            *    Number of disciplinary cases                              continues 
                   the global           corporate                                                                           to be 
                   oil and              governance                                                                          susceptible 
                   gas industry         principles                                                                          to 
                   and represents       with key                                                                            corruption. 
                   an ongoing           focus 
                   risk                 on all 
                   to any               areas 
                   oil and              of the 
                   gas company.         business 
                                        which 
                                        may be 
                                        more susceptible 
                                        to corruption 
                                        such as 
                                        the contracting 
                                        and procurement 
                                        process. 
                                        Processes 
                                        exist 
                                        to guide 
                                        dealing 
                                        with public 
                                        officials. 
---------------  -------------------  ------------------  --------------------------------------  ----------  -----------  -------------- 
 Loss             The oil              Annual              Staff                                   1/4         Low          Steady, 
  of key          and gas               benchmark           turnover                                                        with 
  employees       industry              reviews                                                                             attendant 
                  is very               to ensure                                                                           reduction 
                  specialised           competitiveness                                                                     in capital 
                  in certain            in reward                                                                           spend 
                  areas                 and recruitment.                                                                    in general 
                  and there             Succession                                                                          response 
                  is competition        planning                                                                            to low 
                  within                in place                                                                            oil prices. 
                  the industry          as part 
                  to secure             of business 
                  talent                continuity. 
                  and highly-skilled    Focus 
                  and experienced       on training 
                  personnel             as a key 
                  in core               differentiating 
                  areas.                factor 
                                        in the 
                                        operating 
                                        environment. 
---------------  -------------------  ------------------  --------------------------------------  ----------  -----------  -------------- 
 Fraudulent       Fraudulent           Extensive           Number                                  5           High         Steady. 
  activity         activity             whistleblowing      of reported                                                      Risk is 
  risk             presents             campaign.           cases.                                                           still 
                   a risk               Continuous                                                                           high and 
                   throughout           monitoring                                                                           management 
                   the global           and improvement                                                                      continues 
                   oil and              of the                                                                               to maintain 
                   gas industry         system                                                                               a zero 
                   and represents       of internal                                                                          tolerance 
                   an ongoing           controls                                                                             policy. 
                   risk                 by all 
                   to any               lines 
                   oil and              of defence 
                   gas company.         with strong 
                                        internal 
                                        audit 
                                        activity. 
                                        Automation 
                                        of processes 
                                        where 
                                        possible 
                                        to reduce 
                                        manual 
                                        intervention. 
---------------  -------------------  ------------------  --------------------------------------  ----------  -----------  -------------- 
 Information      Potential            We monitor          Information                             5/2         Medium       No change. 
  security         cyber-attacks       and regularly        security                                                        While 
  risk             and information     upgrade              identification                                                  cyber 
                   technology          the Company's        and containment                                                 security 
                   security            information          reports                                                         continues 
                   breaches            technology                                                                           to hold 
                   could               and security                                                                         international 
                   result              systems.                                                                             attention, 
                   in loss             The Company                                                                          there 
                   or compromise       has a                                                                                has been 
                   of sensitive        clearly                                                                              no material 
                   proprietary         defined                                                                              IT breach 
                   information,        employee                                                                             on our 
                   communication       user policy                                                                          operations. 
                   and business        and control 
                   continuity          of access 
                   disruption          rights. 
                   across              Our information 
                   operations          security 
                                       framework 
                                       and 
                                       infrastructure 
                                       have been 
                                       externally 
                                       reviewed 
                                       in line 
                                       with requirements 
                                       of ISO27001. 
                                       A business 
                                       continuity 
                                       plan is 
                                       in place 
                                       for quick 
                                       deployment. 
---------------  -------------------  ------------------  --------------------------------------  ----------  -----------  -------------- 
 

Appendix C: Related Party Transactions

The following Related party relationships and transactions are extracted from the 2016 Annual Report and Accounts (pages 169 to 170 and pages 236 to 237)

Related party relationships and transactions

The Group is controlled by Seplat Petroleum Development Company Plc (the 'parent Company'). As at 31 December 2016, the parent Company is owned 13.84% either directly or by entities controlled by A.B.C. Orjiako ('SEPCOL') and members of his family and 13.15% either directly or by entities controlled by Austin Avuru ('Professional Support Limited' and 'Platform Petroleum Limited'). The remaining shares in the parent Company are widely held.

a) Related party relationships

The services provided by the related parties:

Abbeycourt Trading Company Limited: The Chairman of Seplat is a director and shareholder. The company provides diesel supplies to Seplat in respect of Seplat's rig operations.

Berwick Nigeria Limited: The Chairman of Seplat is a shareholder and director. The company provides construction services to Seplat in relation to a field base station in Sapele.

Cardinal Drilling Services Limited (formerly Caroil Drilling Nigeria Limited): Is owned by common shareholders with the parent Company. The company provides drilling rigs and drilling services to Seplat.

Helko Nigeria Limited: The Chairman of Seplat is shareholder and director. The company owns the lease to Seplat's main office at 25A Lugard Avenue, Lagos, Nigeria.

Keco Nigeria Enterprises: The Chief Executive Officer's sister is shareholder and director. The company provides diesel supplies to Seplat in respect of its rig operations.

Montego Upstream Services Limited: The Chairman's nephew is shareholder and director. The company provides drilling and engineering services to Seplat.

Nabila Resources & Investment Ltd: The Chairman's in-law is a shareholder and director. The company provides lubricant to Seplat.

Ndosumili Ventures Limited: Is a subsidiary of Platform Petroleum Limited. The company provides transportation services to Seplat.

Neimeth International Pharmaceutical Plc: The Chairman of Seplat is also the chairman of this company. The company provides medical supplies and drugs to Seplat, which are used in connection with Seplat's corporate social responsibility and community healthcare programmes.

Nerine Support Services Limited: Is owned by common shareholders with the parent Company. Seplat leases a warehouse from Nerine and the company provides agency and contract workers to Seplat.

Oriental Catering Services Limited: The Chief Executive Officer of Seplat's spouse is shareholder and director. The company provides catering services to Seplat at the staff canteen.

Platform Petroleum Limited: The Chief Executive Officer of Seplat is a director and shareholder of this company. The company seconded support staff to Seplat.

ResourcePro Inter Solutions Limited: The Chief Executive Officer of Seplat's in-law is its UK representative. The company supplies furniture to Seplat.

Shebah Exploration and Production Company Limited ('SEPCOL'): The Chairman of Seplat is a director and shareholder of SEPCOL. SEPCOL provided consulting services to Seplat.

b.) Related party transactions in Nigerian Naira ( )

Year-end balances arising from related party transactions

i) Purchases of goods and services

 
                                           The Group    The Company 
-------------------------------------  -------------  ------------- 
                                        2016    2015   2016    2015 
                                          'm      'm     'm      'm 
-------------------------------------  -----  ------  -----  ------ 
Shareholders of the parent 
 company 
-------------------------------------  -----  ------  -----  ------ 
SEPCOL                                   358     302    358     302 
-------------------------------------  -----  ------  -----  ------ 
Platform Petroleum Limited                 -       7      -       7 
-------------------------------------  -----  ------  -----  ------ 
                                         358     309    358     309 
-------------------------------------  -----  ------  -----  ------ 
Entities controlled by key 
 management personnel: 
-------------------------------------  -----  ------  -----  ------ 
Contracts > 1billion in 2016 
-------------------------------------  -----  ------  -----  ------ 
Nerine Support Services Limited(1)     3,948   4,179  3,948   4,179 
-------------------------------------  -----  ------  -----  ------ 
Montego Upstream Services 
 Limited                               2,937   1,879  2,937   1,879 
-------------------------------------  -----  ------  -----  ------ 
Cardinal Drilling Services 
 Limited                               1,543   3,429  1,543   3,429 
-------------------------------------  -----  ------  -----  ------ 
                                       8,428   9,487  8,428   9,487 
-------------------------------------  -----  ------  -----  ------ 
Contracts < 1billion in 2016 
-------------------------------------  -----  ------  -----  ------ 
Helko Nigeria Limited                    560     113    560     113 
-------------------------------------  -----  ------  -----  ------ 
Ndosumili Ventures Limited               422     268    422     268 
-------------------------------------  -----  ------  -----  ------ 
Abbeycourt Trading Company 
 Limited                                 164     470    164     470 
-------------------------------------  -----  ------  -----  ------ 
Oriental Catering Services 
 Limited                                 148     187    148     187 
-------------------------------------  -----  ------  -----  ------ 
Keco Nigeria Enterprises                  77     377     77     377 
-------------------------------------  -----  ------  -----  ------ 
ResourcePro Inter Solutions 
 Limited                                  17     366     17     366 
-------------------------------------  -----  ------  -----  ------ 
Nabila Resources & Investment 
 Ltd                                      17      45     17      45 
-------------------------------------  -----  ------  -----  ------ 
Berwick Nigeria Limited                    6       5      6       5 
-------------------------------------  -----  ------  -----  ------ 
Neimeth International Pharmaceutical 
 Plc                                       3       -      3       - 
-------------------------------------  -----  ------  -----  ------ 
                                       1,414   1,831  1,414   1,831 
-------------------------------------  -----  ------  -----  ------ 
                                       9,842  11,318  9,842  11,318 
-------------------------------------  -----  ------  -----  ------ 
 

1.

Nerine on average charges a mark-up of 7.5% on agency and contract workers assigned to Seplat. The amounts shown above are gross i.e include salaries and Nerine's mark-up. Total costs for agency and contracts during 2016 are 2.4 billion.

c). Balances in Nigerian Naira ( ):

Year-end balances arising from related party transactions:

i) Prepayments / receivables

 
                                                     The Group and 
                                                           Company 
-------------------------------------------------  --------------- 
                                                      2016    2015 
                                                        'm      'm 
-------------------------------------------------  -------  ------ 
Entities controlled by key management 
 personnel 
-------------------------------------------------  -------  ------ 
Cardinal Drilling Services Limited - current 
 portion                                             1,894   1,716 
-------------------------------------------------  -------  ------ 
Cardinal Drilling Services Limited - non-current 
 portion                                                 -   1,060 
-------------------------------------------------  -------  ------ 
                                                     1,894   2,776 
-------------------------------------------------  -------  ------ 
 

ii) Payables

 
                                          The Group and 
                                                Company 
--------------------------------------  --------------- 
                                            2016   2015 
                                              'm     'm 
--------------------------------------  --------  ----- 
Entities controlled by key management 
 personnel 
--------------------------------------  --------  ----- 
Montego Upstream Services Limited          3,520      - 
--------------------------------------  --------  ----- 
Nerine Support Services Limited            3,480      - 
--------------------------------------  --------  ----- 
Cardinal Drilling Services Limited           308      - 
--------------------------------------  --------  ----- 
                                           7,308      - 
--------------------------------------  --------  ----- 
 

d) Related Party Transactions in US Dollars ($):

i) Purchases of goods and services

 
                                                  The Group           The Company 
-------------------------------------  --------------------  -------------------- 
                                            2016       2015       2016       2015 
                                        US$ '000   US$ '000   US$ '000   US$ '000 
-------------------------------------  ---------  ---------  ---------  --------- 
Shareholders of the parent 
 company 
-------------------------------------  ---------  ---------  ---------  --------- 
SEPCOL                                     1,364      1,517      1,364      1,517 
-------------------------------------  ---------  ---------  ---------  --------- 
Platform Petroleum Limited                     -         35          -         35 
-------------------------------------  ---------  ---------  ---------  --------- 
                                           1,364      1,552      1,364      1,552 
-------------------------------------  ---------  ---------  ---------  --------- 
Entities controlled by key 
 management personnel: 
-------------------------------------  ---------  ---------  ---------  --------- 
Contracts > US$1m in 2016 
-------------------------------------  ---------  ---------  ---------  --------- 
Nerine Support Services Limited(1)        14,991     21,015     14,991     21,015 
-------------------------------------  ---------  ---------  ---------  --------- 
Montego Upstream Services 
 Limited                                  13,513      9,449     13,513      9,449 
-------------------------------------  ---------  ---------  ---------  --------- 
Cardinal Drilling Services 
 Limited                                   6,931     17,244      6,931     17,244 
-------------------------------------  ---------  ---------  ---------  --------- 
Helko Nigeria Limited                      1,976        566      1,976        556 
-------------------------------------  ---------  ---------  ---------  --------- 
Ndosumili Ventures Limited                 1,729      1,350      1,729      1,350 
-------------------------------------  ---------  ---------  ---------  --------- 
                                          39,140     49,624     39,140     49,614 
-------------------------------------  ---------  ---------  ---------  --------- 
Contracts < US$1m in 2016 
-------------------------------------  ---------  ---------  ---------  --------- 
Abbeycourt Trading Company 
 Limited                                     598      2,362        598      2,362 
-------------------------------------  ---------  ---------  ---------  --------- 
Oriental Catering Services 
 Limited                                     579        941        579        941 
-------------------------------------  ---------  ---------  ---------  --------- 
Keco Nigeria Enterprises                     259      1,896        259      1,896 
-------------------------------------  ---------  ---------  ---------  --------- 
ResourcePro Inter Solutions 
 Limited                                      81      1,841         81      1,841 
-------------------------------------  ---------  ---------  ---------  --------- 
Nabila Resources & Investment 
 Ltd                                          58        226         58        226 
-------------------------------------  ---------  ---------  ---------  --------- 
Berwick Nigeria Limited                       28         27         28         27 
-------------------------------------  ---------  ---------  ---------  --------- 
Neimeth International Pharmaceutical 
 Plc                                          10          -         10          - 
-------------------------------------  ---------  ---------  ---------  --------- 
                                           1,613      7,293      1,613      7,293 
-------------------------------------  ---------  ---------  ---------  --------- 
                                          40,753     56,917     40,753     56,907 
-------------------------------------  ---------  ---------  ---------  --------- 
 

1.

Nerine on average charges a mark-up of 7.5% on agency and contract workers assigned to Seplat. The amounts shown above are gross i.e include salaries and Nerine's mark-up. Total costs for agency and contracts during 2016 are US$7.9 million.

e) Balances in US Dollars ($):

Year-end balances arising from related party transactions:

i) Prepayments / receivables

 
                                                          The Group and 
                                                                Company 
-------------------------------------------------  -------------------- 
                                                        2016       2015 
                                                    US$ '000   US$ '000 
-------------------------------------------------  ---------  --------- 
Entities controlled by key management 
 personnel 
-------------------------------------------------  ---------  --------- 
Cardinal Drilling Services Limited - current 
 portion                                               6,211     12,632 
-------------------------------------------------  ---------  --------- 
Cardinal Drilling Services Limited - non-current 
 portion                                                   -      1,333 
-------------------------------------------------  ---------  --------- 
                                                       6,211     13,965 
-------------------------------------------------  ---------  --------- 
 

ii) Payables

 
                                               The Group and 
                                                     Company 
--------------------------------------  -------------------- 
                                             2016       2015 
                                         US$ '000   US$ '000 
--------------------------------------  ---------  --------- 
Entities controlled by key management 
 personnel 
--------------------------------------  ---------  --------- 
Montego Upstream Services Limited          11,540          - 
--------------------------------------  ---------  --------- 
Nerine Support Services Limited            11,411          - 
--------------------------------------  ---------  --------- 
Cardinal Drilling Services Limited          1,009          - 
--------------------------------------  ---------  --------- 
                                           23,960          - 
--------------------------------------  ---------  --------- 
 

This information is provided by RNS

The company news service from the London Stock Exchange

END

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(END) Dow Jones Newswires

April 26, 2017 02:00 ET (06:00 GMT)

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