CORPORATE INFORMATION

Chairman
Mr. Odunayo Olagundoye

Managing Director
Mr. David Butler (South African)

Directors
Mr. Babatunde Fajemirokun
Mrs. Runa Alam (British)
Mr. Babacar Ka (Senegalese)
Mr. Marc Stoneham (British)
Mr. Adefolarin Ogunsanya
Mrs. Anthonia Agbonifo

Company Secretary / Legal Advisor
Mrs. Josephine Johnson, ACIS

Registered Office Address
2, Ilupeju Bye Pass, Ilupeju, Lagos, Nigeria

Independent Auditors
KPMG Professional Services
Chartered Accountants
KPMG Tower, Bishop Aboyade Cole Street,
Victoria Island, Lagos

Principal Bankers
First Bank of Nigeria Limited
Fidelity Bank Plc
Zenith Bank of Nigeria Plc
First City Monument Bank Plc
Guaranty Trust Bank Plc
Access Bank Plc
Union Bank Plc
United Bank of Africa

Solicitors
G. Elias & Co.
6, Broad Street
Lagos

Registrars
Meristem Registrars
213 Herbert Macaulay Way,
Sabo, Yaba,
Lagos

Valuers
Knight Frank
24 Campbell Street

COMPANY STRUCTURE

Human Resources Division: This division is responsible for the people strategy of our business. Responsibilities include recruitment, training & development programmes, recognition and reward programmes, as well as, internal brand engagement programmes.

The Operations Division: Our Operations Division is responsible for the daily operations of our Chicken Republic, PieXpress and The Chop Box Brands. This division is focused on driving sustainable, year-on-year profitability by growing top-line sales and managing our operational expenses. Our key focus is to: Build strong people capability that enables an enhanced customer experience, with great quality food at everyday affordable prices. We are heavily focused on driving speed of service and creating an environment that is clean, fresh, well-lit and hygienic, whilst applying a disciplined approach to delivering operational excellence.

The Supply Chain Division: Our Supply Chain Division is a multi-faceted, profit centre. It coordinates all activities undertaken in procurement, warehousing, manufacturing, distribution, Central Kitchens and Pie Production Units. As we increase our store count and new concepts, the importance of delivering high quality products “On Time and in Full” to our stores across the country becomes more complex, requiring constantly evaluating capacity capability, whilst navigating the various complexities of distribution. We are fully committed to sourcing local talent, raw materials and produce as we continue to support the Company’s growth strategy.

Property Development & Franchising Division: Our business is as much about property as it is about food. Our Property Development & Franchising division is responsible for the acquisition and development of new franchise and company-owned stores, whilst constantly upgrading and maintaining our existing base to brand standards. Our customer needs and competitive environment necessitates the need to constantly evolve our product offerings, manufacturing capabilities and store types. Collectively, these activities contribute to our sustainability and growth as a Company.

Shared Service Division: Our Shared Services Division supports every aspect of the business as it focuses on the consolidated performance and strategic positioning of the Organisation, its Subsidiaries, its Associated Companies and Related Entities. The team is responsible for the management and integration of key functions across other departments including: Finance, Financial Planning & Analysis, Human Resources, Legal, Risk, Process and Compliance, Quality Assurance, IT, Internal Audit, Marketing and Administrative Services. Achieving world class Corporate Governance is about ensuring we do the right things consistently across our rapidly expanding business units, we pride and challenge ourselves continuously as we strive to be “Best-in-class”.

SHAREHOLDING STRUCTURE
SHAREHOLDERIN MILLION UNITS SHAREHOLDING
ADP II Holding 12 Ltd12,05045,5%
ADP I Holdings 9 Limited9,68136,5%
Food Concepts International Limited2,69410,2%
Others1,4305,4%
DF Holdings Limited6412,4%
TOTAL26,496100%
DIRECTOR PROFILES
Name of DirectorBiography/ExperienceEducational & Professional Qualification Date of AppointmentCommittee Membership
Mr. Odunayo OlagundoyeA banker by profession, Odunayo was the pioneer Managing Director/Chief Executive Officer of Chartered Bank Plc., and a former Managing Director of National Bank of Nigeria Plc (2000 - 2003). Prior to that, he was the General Manager/Chief Credit Officer of International Merchant Bank Plc (1975 - 1987). He holds a first degree in Engineering from Massachusetts Institute of Technology (”MIT”) (1969) and a Masters’ degree from the prestigious MIT Sloan School of Management (1974). He is currently the Chairman of Quantum Capital Management.First degree in Engineering from Massachusetts Institute of Technology (MIT) (1969)

Masters’ degree from the prestigious MIT Sloan School of Management (1974)
9th February 2016Chairman
Mr. David ButlerDavid has garnered over 20 years' experience in the QSR industry in over 5 countries. David started his career in Pick 'n' Pay Hypermarkets and has since held various managerial positions in Nando's Restaurants, YUM! Brands International and KFC. In 2014, he became the Managing Director of the Company and has led the Company to its current position, one of the top 5 (by market share of revenues) QSRs in Nigeria, and one of the most-respected and up-market brands in the industry.Member, Institute of Directors (IOD), Nigeria23rd April 2015Managing Director
Mr. Babatunde Fajemirokun Mr. Babatunde Fajemirokun is the Managing Director & CEO at AIICO Insurance Plc; a leading financial services group in Nigeria.
Mr. Fajemirokun joined AIICO Insurance Plc, Life Insurance Division, as CIO in May 2009, and was responsible for value-enhancing projects in its maiden growth strategy, business process and technology transformation projects. Prior to AIICO, he worked with Accenture, Lagos (2003-2007) and then Capgemini Consulting, UK (2008- 2009). In both roles, Babatunde provided consulting/advisory services to financial services and Government clients predominantly in mergers and acquisitions and then United Kingdom government transformation programmes.
His experience spans across Management Consulting focused on strategy & technology-led change in Financial Institutions and Government; Insurance & Asset Management focused on strategy, retail and corporate insurance, insurance (actuarial) & investment risk management, process/ technology-led change, turnarounds, corporate finance, and corporate management.
Bachelors' degree in Business Economics from Glasgow, UK (2000)

Business Information Strategy Master's degree (dist.) from University of Strathclyde (2002)

MBA in Finance from University of Chicago Booth School of Business (2013)

Chartered Insurer (ACII)
7th December 2016(i) Finance & General Purpose Committee

(ii) Remuneration & Corporate Governance Committee
Mrs. Runa AlamRuna is a Co-Founding Partner and Chief Executive Officer of Development Partners International LLP (“DPI”), a pan-African private equity firm. She has more than 31 years of investment banking, emerging market management and private equity experience. Runa was formerly the Chief Executive Officer of Kingdom Zephyr Asset Management and CEO of the PAIP-PCAP funds which were highly successful Pan-African funds. She started her career in New York working for investment banks including Morgan Stanley and Merrill Lynch, where she worked in mergers and acquisitions and corporate and tax-exempt finance.
Bachelor of Arts degree in International and Developmental Economics from the Woodrow Wilson School of Princeton University (1981)

Masters' in Business Administration (“MBA”) from the Harvard Business School (1985)

Harry S. Truman Congressional Scholar
26th September 2017(i) Finance & General Purpose Committee

(ii) Remuneration & Corporate Governance Committee
Mr. Babacar KaBabacar is an investment principal at Development Partners International LLP with 18 years of finance and investment experience spanning private equity, debt investing and equity research. Prior to DPI, Babacar worked at Standard Bank Group in the UK and was an investment analyst in the Global Transaction Team at the IFC in Washington DC.Bachelor of Science in Business Administration and Finance from the University of California (2003)

MBA from the University of Oxford (2010)
26th September 2017(i) Audit Committee

(ii) Remuneration & Corporate Governance Committee
Mr. Marc StonehamMarc worked at McKinsey & Company serving African and other emerging market clients across multiple industries and functions, with a focus on natural resources. Prior to McKinsey, Marc worked in private equity at Actis and Kingdom Zephyr, and for Accenture strategy consulting.
BA (Hons) in Modern History from the University of Oxford (1st class) (2003)

MBA from INSEAD (Dean's List) (2010)
26th September 2017(i) Finance & General Purpose Committee

(ii) Remuneration & Corporate Governance Committee
Mr. Adefolarin OgunsanyaAdefolarin is an investment professional at Development Partners International LLP with over 13 years of experience in investment banking and private equity. Prior to DPI, Folarin was an investment professional at Helios Investment Partners and an investment banker at Credit Suisse in New York. He has experience in Corporate Finance, capital allocation and Strategy.
BSc (Hons) in Computer Engineering from NJIT (2007)

MBA in Finance and Entrepreneurial Management from The Wharton School, University of Pennsylvania (2014)
26th September 2017(i) Finance & General Purpose Committee

(ii) Remuneration & Corporate Governance Committee
Mrs. Anthonia AgbonifoAnthonia is a Chartered Accountant with over 19 years of experience in auditing, accounting, treasury, risk management, IFRS, finance, Sarbanes Oxley review, processes, and advisory services across numerous industries.
Anthonia is an Institute of Chartered Accountants of Nigeria (“ICAN”) prize winner and has attended numerous local and international training courses on leadership, management, taxation, auditing (IFRS, Nigerian & US GAAP), team management, Sarbanes Oxley, controls and is also a skilled facilitator. Anthonia is a graduate of accounting from Yaba College of Technology and has an MBA with merit from the University of Liverpool UK. She is a fellow chartered accountant (FCA), a fellow of ICA (FICA), a fellow of IMC (FIMC) and a member of NIM. She holds a Diploma in IFRS from ACCA and has served on two key committees of the board of ICAN i.e. PPMC for five years and MAC for one year. Anthonia worked with Akintola Williams Deloitte and PricewaterhouseCoopers in senior management functions.
Anthonia joined Food Concepts Plc as the Group Chief Financial Officer in 2014 and is also the Divisional Managing Director of the Shared Services Division.
Graduate of accounting from Yaba College of Technology

MBA with merit from the University of Liverpool UK

Fellow of ICA

Fellow of IMC

Chartered member of ICAN (2004)

Member of NIM

Diploma in IFRS from ACCA
28th March 2019Executive Director
DIRECTOR PROFILES
INDUSTRY OVERVIEW

The Quick Service Restaurant (QSR) industry in Nigeria has grown rapidly over the years and has become more structured. From the late ’90s where the industry was dominated by one key player and a few family-owned businesses, more structured businesses with good brand names have entered the fray.

In line with global trends, QSRs in Nigeria are beginning to focus on franchising, multiple brands, healthy meals and restaurant management. Also, local QSRs have increasingly expanded their service offerings to include African dishes, in addition to an array of fast food meals.

The Nigerian QSR industry is now dominated by both local and foreign brands. The “Chicken Republic” brand is regarded as one of the leading brands across in the industry and is also the fastest growing QSR brand in Nigeria.

RISK FACTORS

Quality Control Risk

Operational Risk

Reputational Risk

Economic Risk

General Risk Disclosure

Quality Control Risk

Food Concepts relies on suppliers for quality input materials to produce the finished retail food. As such, the Company’s success at producing quality food depends on the quality of the input materials used for the food.

Operational Risk

Operational risks are the risks of loss resulting from the failure of people, internal processes, systems or from external events. The Company is built on the quality of service, processes, and quality of food it serves. Consequently, the Company relies heavily on its staff, processes, and systems. If any of these critical success factors do not operate properly, the Company could suffer financial loss, disruption of its business, liability to clients, and reputation damage. The inability of its infrastructure and systems to accommodate an increasing volume of transactions could also constrain its ability to expand its business.

Reputational Risk

For the business to thrive, the Company relies heavily on the perception its customers have of the business. While the Company continues to work hard to maintain its reputation in all aspects especially with the incidents of food-borne illness and food tampering, it cannot be guaranteed that the Company’s internal controls will be fully effective in preventing all food-borne illnesses. In addition, the Company’s reliance on third-party food suppliers and distributors increase the risk of incidents of food-borne illness which could be caused by third-party food suppliers and distributors outside of its control and negatively affect the Company’s sales.

Economic Risk

The general economic condition in the country could affect customers’ expenditure. The Company’s business relies on the spending of its customers and as such its operating results are sensitive to the changes in macroeconomic conditions. If the general economic condition is poor, it could result in lower purchasing power of the Company’s customers which may give rise to a decline in the number of customers and level of transactions in the Company which could negatively impact the financial performance of the Company.

General Risk Disclosure

Shareholders should consult their advisers if in any doubt as to the nature of this investment and its suitability in the light of their circumstances. The value of any securities traded (whether listed or not) are subject to investment risks, and fluctuations in the market. There is an inherent risk that losses may be incurred rather than a profit made as a result of buying and selling securities. Past performance is not a guide to future performance. Certain types of investments may not be suitable for all investors.

FINANCIAL RESULTS

Five Year Financial Summary: Group

Five Year Financial Summary: Company

Independent Auditors Report

Unclaimed Dividend

Annual Reports

Five Year Financial Summary for the Group
For the year ended 31 December 2020

Food Concepts - Five Year Financial Summary for the Group

Five Year Financial Summary for the Company
For the year ended 31 December 2020

Food Concepts - Five Year Financial Summary for the Company

Independent Auditors Report
For the year ended 31 December 2020
Food Concepts - Independent Auditors Report - Page 1
Food Concepts - Independent Auditors Report - Page 2
Food Concepts - Independent Auditors Report - Page 3
Food Concepts - Independent Auditors Report - Page 4
Food Concepts - Independent Auditors Report - Page 5
Unclaimed dividend
As at 25 June 2021

Shareholders are hereby informed that some dividends have remained unclaimed or are yet to be presented for payment or returned to the Registrar for revalidation. All affected Shareholders are advised to contact the Registrar, Meristem Registrars, 213 Herbert Macaulay Way, Sabo, Yaba, Lagos or via e-mail: info@meristemregistrars.com to resolve any issue they may have with claiming the dividends.


List of Unclaimed Dividends