THE SHELL STAFF COOPERATIVE INVESTMENT AND THRIFT SOCIETY LIMITED REPORT OF THE MANAGEMENT COMMITTEE 2-3 REPORT OF THE INDEPENDENT AUDITORS 5

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1 REPORT FOR THE YEAR ENDED, 31 DECEMBER 2012 CONTENTS PAGES CORPORATE INFORMATION 1 REPORT OF THE MANAGEMENT COMMITTEE 2-3 REPORT OF THE AUDIT COMMITTEE 4 REPORT OF THE INDEPENDENT AUDITORS 5 STATEMENT OF ACCOUNTING POLICIES 6 BALANCE SHEET 7 PROFIT AND LOSS ACCOUNTS 8 CASH FLOW STATEMENT 9 NOTES TO THE ACCOUNTS FIVE - YEAR FINANCIAL SUMMARY 18

INDEPENDENT AUDITORS 5 STATEMENT OF ACCOUNTING POLICIES 6 BALANCE SHEET 7 PROFIT AND

2 - 1 - REPORT AND FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2012 CORPORATE INFORMATION MANAGEMENT COMMITTEE: Tele Shittu President (Elected May 18, 2012) Ehioze Igbinomwanhia Vice President (Elected May 18, 2012) Njoku Simon General Secretary (Re - Elected May 18, 2012) Olushola Olanrewaju Treasurer (Elected May 18, 2012) Ikechukwu Onyefuru Assistance Secretary (Elected May 18, 2012) Adeyinka Ojediran Financial Secretary (Elected May 18, 2012) Okore Egwolo Ex-Officio (Elected May 18, 2012) Odjighoro Abraham ---- Vice President (Resigned May 2012) Eshiet Aimalohi Treasurer (Resigned May 2012) Ogbonna Hope ---- Financial Secretary (Resigned May 2012) Kari Abubakar Ex-Officio (Resigned May 2012) REGISTERED OFFICE: C/O The Shell Petroleum Development Company of Nigeria Ltd 21/22 Marina P. M. B Lagos. AUDITORS Messrs Ijewere & Co. (Chartered Accountants) 126, Lewis Street, P. O. Box 8713 Lagos BANKERS: First Bank of Nigeria Plc United Bank for Africa Plc Guaranty Trust Bank Plc Fidelity Bank Plc Sterling Bank Plc Zenith Bank Plc

Secretary (Elected May 18, 2012) Adeyinka Ojediran ----- Financial Secretary (Elected May 18, 2012) Okore Egwolo ----- Ex-Officio (Elected May 18, 2012) Odjighoro Abraham ---- Vice President

3 - 2 - REPORT OF THE MANAGEMENT COMMITTEE FOR THE YEAR ENDED 31 DECEMBER, 2012 The Management Committee has the pleasure in submitting, to the members of the Society their report together with the audited financial statements for the year ended 31 December, LEGAL FORM The Society which commenced operations on 24 th January 1990 was incorporated as a Cooperative Society. It was registered as Lagos State Cooperative Society (LSCS) under Section 10 of the Cooperative Society Law (Chapter 29) of Lagos State of Nigeria. The Society registered with the Federal Department of Cooperative, Abuja on May 16, 2008 under the Nigerian Cooperative Societies Act 98 of 1993 and changed its name from The Shell Staff Cooperative Multipurpose Society Limited to The Shell Staff Cooperative Investment and Thrift Society Limited. 2. PRINCIPAL IPAL ACTIVITIES The principal activity of the Society is investment, Thrift and Credit operations. 3. MANAGEMENT COMMITTEE'S RESPONSIBILITY In accordance with provisions of the Nigerian Cooperative Societies Act 98 of 1993, the Management Committee is responsible for the preparation of annual financial statements which gives a true and fair view of the state of affairs of the Society at the end of each financial period and of the profit or loss for that period to ensure that: - Proper accounting books and records are maintained by the Society. - Applicable accounting standards are followed. - Suitable accounting policies supported by reasonable and prudent judgements and estimates are consistently followed in preparing the financial statements. - The going concern basis is used, unless it is inappropriate to presume that the Society will continue in business. - Internal control procedures are instituted which will reasonably safeguard the Society s assets, prevent and detect fraud and other irregularities. 4. EMPLOYEE INVOLVEMENT AND TRAINING The Society attaches great importance to staff development in order to enhance technical capability, professional orientation and values required to attain the objectives of the Society. The Society is committed to encouraging internal communication between employees and management committee. Employees are fully informed on matters concerning the performance and progress of the Society and given adequate opportunity to make contributions. 5. EMPLOYEES HEALTH, SAFETY AND WELFARE The Society provides adequate medical care for its employees

It was registered as Lagos State Cooperative Society (LSCS) under Section 10 of the Cooperative Society Law (Chapter 29) of Lagos State of Nigeria.

4 - 3 - REPORT OF THE MANAGEMENT COMMITTE FOR THE YEAR ENDED 31 DECEMBER, 2012 CONT D 6. POST BALANCE SHEET EVENTS There were no post balance sheet events which have had a material effect on the state of affairs of the Society as at 31 December 2012 or the deficit for the year ended on that date which have not been adequately provided for or disclosed. 7. INDEPENDENT AUDITORS The auditors, Messrs IJEWERE & Co. (Chartered Accountants) having indicated their willingness will continue in office in accordance with the Nigerian Cooperative Societies Act 98 of BY ORDER OF THE COMMITTEE NJOKU SIMON GENERAL SECRETARY Date:

2012 or the deficit for the year ended on that date which have not been adequately provided for or disclosed. 7.

5 - 4 - REPORT OF THE AUDIT COMMITTEE TO MEMBERS In accordance with the Bye-Laws of the Shell Staff Cooperative Investment and Thrift Society Limited clause , we present this report to the members and do confirm that we have reviewed the Cooperative s accounting policies as well as the audited financial statements for the year ended December 31, In our opinion, (a) The accounting and reporting policies of the Cooperative are in accordance with legal requirements and agreed ethical practices (b) The scope and planning of the external audit are adequate (c) Findings on management matters are satisfactorily cleared (d) The systems of accounting and internal control are effective. MR. GABRIEL COOKEY Member, Audit Committee MR. BENJAMIN UPONI Member, Audit Committee For Audit Committee Date: Members of the Audit Committee are: 1. MR. GABRIEL COOKEY 2. MRS. KEMI BADEJO 3. MR. BENJAMIN UPONI

In our opinion, (a) The accounting and reporting policies of the Cooperative are in accordance with legal requirements and agreed ethical practices (b) The scope and planning of the external audit

6 - 5 - REPORT OF THE INDEPENDENT AUDITORS TO THE MEMBERS OF We have examined the accounts as set out on pages 7 to 9 and the accompanying notes on pages 10 to 17 which have been prepared in accordance with the company's accounting policies set out on page 6. Management Committee s Responsibilities for the Financial Statements The Management Committee is responsible for the preparation and fair presentation of these financial statements in accordance with Statements of Accounting Standards issued by Financial Reporting Council and with the requirements of the Nigerian Cooperative Societies Act 98 of 1993 and the Society s Bye Laws. This responsibility includes: designing, implementing and maintaining internal control relevant to the preparation and fair presentation of the financial statements that are free from material misstatements, whether due to fraud or error, selecting and applying appropriate accounting policies, and making estimates that are reasonable in the circumstances. Auditors Responsibility Our responsibility is to express an independent opinion on these financial statements based on our audit. We conducted our audit in accordance with Nigeria Standards on Auditing. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatements. An audit involves performing procedures to obtain audit evidence about the amounts and disclosure in the financial statements. The procedures selected depend on the auditors judgment, including the assessment of the risks of material misstatements of the financial statements, whether due to fraud or error. In making those risk assessments, the auditors consider internal control relevant to the entity s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by the Management Committee, as well as evaluating the overall presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion Opinion In our opinion, proper books of accounts have been kept by the Society. The financial statements, which are in agreement with the books and drawn up in conformity with the relevant statements of accounting standards, give a true and fair view of the Society's financial affairs as at 31 December, 2012 and of the loss and cashflow for the year then ended and prepared in accordance with the requirements of the Nigerian Cooperative Societies Act 98 of 1993 as amended. REPORT ON LEGAL REQUIREMENTS We confirm that: We have obtained all information and explanations which to the best of our knowledge and belief were necessary for the purpose of our audit. In our opinion, proper books of accounts have been kept by the Society; and The Society s balance sheet and profit and loss accounts are in agreement with the books of accounts. DATE: May 28, 2013 CHARTERED ACCOUNTANTS NIGERIA LAGOS,

Management Committee s Responsibilities for the Financial Statements The Management Committee is responsible for the preparation and fair presentation of these financial statements in accordance with

7 - 6 - STATEMENT OF ACCOUNTING POLICIES The following summarizes the significant accounting policies applied by the Society in arriving at the accompanying accounts. 1. BASIS OF ACCOUNTING The accounts are prepared under the historical cost convention modified by the revaluation of certain investment assets and comply with the Statements of Accounting Standard issued by the Financial Reporting Council (formerly Nigerian Accounting Standards Board). 2. INCOME RECOGNITION (i) (ii) Interest Income on loan is recognised on a monthly basis from the month of loan disbursement. Sales of items in the store and supermarket are made at profit. 3. FIXED ASSETS Fixed assets are stated at cost less accumulated depreciation. Depreciation is provided on a straight-line basis at rates calculated to write off the cost of each asset over its estimated useful life, at the following annual rates: Asset Category Rates % Office equipment 25 Furniture and fittings 20 Portakabins 20 Motor vehicles 25 Computer equipment DIVIDEND TO MEMBERS Dividend to members is calculated on members monthly savings balances and is deemed paid when credited to members savings accounts annually after approval at AGM. 5. ACCOUNTING RESPONSES TO INFLATION No adjustments have been made in these accounts for the effects of inflation and rising prices.

issued by the Financial Reporting Council (formerly Nigerian Accounting Standards Board). 2.

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