Forte oil annual report 2014

1964A.D
1979A.D
2010A.D
www.forteoilplc.com
MISSION
Building a long-term successful
company and making Forte Oil Plc
the investment of choice through
positive actions that boost
investor confidence at all times.
VISION
To be the Foremost Integrated
Energy Solutions Provider
in Nigeria.
COMMITTED: We are passionate about everything we do;
committed to our values; our mission; to customer satisfaction
and to flawless execution of our individual roles and
responsibilities at all times.
OPEN: We operate open and transparent communications with
ourselves and every stakeholder. We are transparent in our
dealings and open in our engagements at all times. Open and
honest communications give us a platform that creates a
feedback mechanism for individuals and our system.
RESPECT: We believe that respect for stakeholders and fellow
employees is sacrosanct and critical to actualizing the vision of
the company.
RESPONSIVE: We are proud of our abilities to do things in a quick
and efficient manner to generate results as speed is of the
essence in our industry. We move at break-neck speed (without
violating policies and guidelines) in getting things done so as to
win market share and continue to create value for our
shareholders.
We are passionate about our core values; the fulcrum and
essence of our corporate existence. These guide our corporate
actions and they are as follows:
Our Core Values

Contents
F I N A N C I A L R E P O R T F O R F O R T E O I L P L C F O R T H E Y E A R E N D E D D E C E M B E R 3 1 , 2 0 1 4
Corporate Information
Results at a Glance
Notice of Annual General Meeting
Chairman’s Statement
Group CEO’s Statement
Subsidiaries Reviews
Internal Control & Risk Management
Company’s Secretariat’s Report
Profile of Directors
Reports of Directors
Report of the Audit Committee
Report of Independent Auditors
Consolidated Statement of Financial Position
Consolidated Statement of Comprehensive Income
Consolidated Statement of Cash Flows
Consolidated Statement of Changes in Equity
Notes to the Consolidated Financial Statements
Consolidated Statement of Value Added
Financial Summary
Proxy Form
Admission Card
Postage
E-Dividend Mandate
Authority to Electronically Receive Corporate Information
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01

FEMI OTEDOLA, CON - Chairman
AKIN AKINFEMIWA - Group Chief Executive Officer
JULIUS B. OMODAYO-OWOTUGA, CFA - Group Chief Financial Officer
LAYIWOLA BOLODEOKU - Director
GRACE C. EKPEYONG - Director
CHRISTOPHER ADEYEMI - Director (Independent)
PHILIP M. AKINOLA - Director
KOREDE OMOLOJA - Director
AKINLEYE OLAGBENDE - Company Secretary
UKPAI OKWARA
MANAGING DIRECTOR
AP OIL AND GAS GHANA LIMITED
KENNETH OLISA
MANAGING DIRECTOR
FORTE UPSTREAM SERVICES LTD
ADEYEMI ADENUGA (FNSE)
MANAGING DIRECTOR
GEREGU POWER PLC
Board of Directors
ECOBANK NIGERIA PLC
HERITAGE BANKING COMPANY LTD
Corporate Information
GUARANTY TRUST BANK PLC
FIRST BANK OF NIGERIA LTD

F I N A N C I A L R E P O R T F O R F O R T E O I L P L C F O R T H E Y E A R E N D E D D E C E M B E R 3 1 , 2 0 1 4 03
2014 Group Financial
Result at a Glance
for the year ended 31 December, 2014
N'000 N'000
2014 2013
N170bn
Revenue
N6bn N18.5bn
Gross ProfitProfit Before Tax
Revenue 128,027,744
Cost of sales (115,766,506)
Gross profit 12,261,238
Profit before income tax 6,524,550
Income tax expense (1,520,153)
Profit after tax for the year 5,004,397
Other comprehensive loss net of taxes (108,263)
Total comprehensive income for the year 4,896,134
Total comprehensive income attibutable to:
Owners of the company 4,549,323
Non controlling interests 346,811
4,896,134
Earnings per share
Basic/dilluted earnings per share in (N) 4.32
170,127,978
(151,663,049)
18,464,929
6,006,298
(1,549,681)
4,456,617
(78,018)
4,378,599
2,322,246
2,056,353
4,378,599
2.20

NOTICE IS HEREBY GIVEN that the Thirty Sixth Annual General Meeting of the Members of FORTE OIL PLC will hold at the
Bespoke Event Centre, Lekki-Ajah Expressway, Lagos on April 15, 2015 at 10:00 a.m. to transact the following business:
ORDINARY BUSINESS
1. To present the Report of the Directors, the Consolidated Statement of Financial Position with the Statement of
Comprehensive Income at 31st December, 2014 and the report of the Auditors and Audit Committee thereon.
2. To re-elect Directors under Articles 89 of the Company's Articles of Association
3. To declare a dividend
4. To authorize the Directors to fix the remuneration of the Auditors.
5. To elect/re-elect the members of the Audit Committee.
SPECIAL BUSINESS
1. To re-appoint Ven Layi Bolodeoku who has attained Seventy(70) years of age pursuant to Section 256 of the
Companies and Allied Matters Act of 2004
2. To issue a bonus share of one (1) ordinary share for every five(5) fully paid ordinary shares of 50 kobo each held
by each shareholder as at the closure of the Company's register on March 31, 2015. The Bonus shares will rank
parripassu for all purposes and in all respects with the existing shares of the Company and the Board of Directors
be and are hereby also authorized generally to do and effect all acts and things required to give effect to this
Resolution except that such bonus shares shall not qualify for dividend recommended by the Directors in
respect of the year ended December 31, 2014.
PROXY
A member entitled to attend and vote at the Annual General Meeting is entitled to appoint a proxy to attend and vote
in his stead. A proxy need not be a member of the Company. For the appointment to be valid, a completed and duly
stamped proxy form by the Commissioner of Stamp Duties must be deposited at the office of the Registrar, Veritas
Registrars Limited, Plot 89A Ajose Adeogun Street, Victoria Island, Lagos not less than 48 hours before the time fixed for
the meeting.
CLOSURE OF REGISTER
The Register of Members will be closed on April 01 to April 07, 2015 to enable the Registrars prepare for the payment of
dividend.
DIVIDEND WARRANT
If the dividend recommended is approved, dividend warrants will be posted on April 22, 2015 to shareholders whose
names appear on the Company's Share Register at the close of business on March 31, 2015.
AUDIT COMMITTEE
In accordance with Section 359(5) of the Companies and Allied Matters Act of 2004, any member may nominate a
shareholder as a member of the Audit Committee by giving in writing of such nomination to the Secretary of the
Company at least 21 days before the Annual General Meeting.
Dated March 16, 2015.
BY ORDER OF THE BOARD
AKIN OLAGBENDE
Company Secretary
FRC/2013/NBA00000003160
FO House, 13 Walter Carrington Crescent
Victoria Island,
Lagos.
F O R T H E Y E A R E N D E D D E C E M B E R 3 1 , 2 0 1 4
Notice of Annual General Meeting
F I N A N C I A L R E P O R T F O R F O R T E O I L P L C04

istinguished shareholders, members of
Dthe Board of Directors, gentlemen of
the press, invited guests, ladies and
gentlemen. I am honoured to present an
overview of the major developments that took
place in our operating environment as well as
the summary of the company's performance for
the financial year ended 31st December, 2014.
The Operating Environment
The country’s GDP grew by 6.23% in 2014 with
2015 forecast put at 5.54%. The economy slowed
in Q4 2014 as it advanced 5.94% year on year.
The Non-oil Sector continues to drive growth
through agriculture, services and real estate
activities.
Our operating environment remains very
challenging with enormous economic and
security issues. Economic issues bothering on the
strength of the local currency in the era of falling
crude prices and tight liquidity in the Nigerian
Money Market resulting in high interest rates.
Also the reduced revenue accruing to the
Federal Government of Nigeria affected the
reimbursement of our fuel subsidies under the
PSF scheme; this non payments coupled with the
illiquid money market caused a 124% increase in
our finance cost.
Security challenges in some areas within the
northern region also negatively impacted our
activities. Retail outlets in the affected area
were closed and rendered inoperative for the
most part of the year.
Despite these challenges, the business
demonstrated resilience and grew through
strategic partnerships that yielded the desired
results.
The 2014 Financial Results
2014 financial year was the third and final year of
our 3- year strategic transformation initiatives
and we are pleased with our 2014 performance
amid the challenging environment highlighted
above.
We closed the year with a 33% growth in revenue
to post N170bn compared to N128bn same
period in 2013. Likewise, operating profit
increased by 30% to N8.14bn compared to
N6.27bn recorded in 2013. Profit before income
tax declined by 7.94% to N6bn from N6.5bn of
same period in 2013 while profit after tax
dropped by 11% to N4.46bn from N5bn of 2013.
The growth in revenue is attributable to the
significant increase recorded in the sales of our
fuel products segment, comprising Premium
Motor Spirit (PMS), Automotive Gas Oil (AGO),
Aviation Turbine Kerosene (ATK); as well as
Production Chemicals; Lubricants and Greases.
The power entity, Geregu Power Plc also
contributed significantly to the revenue streams.
The 7.94% drop in the Group's Profit before Tax is
largely attributable to the 10% devaluation of
the Naira in November 2014 and increased
finance costs caused by huge subsidy
Chairman’s Statement

receivables from the Federal Government of
Nigeria. These receivables were outstanding for
an average of 270 days compared to the 45
days provided for in the PSF scheme. Also in
2013, we had non-recurring income of N2.11
billion from sale of properties and interest
received from PPPRA relating to late payment of
subsidies in 2010 and 2011. We believe the
business is resilient, stronger, sustainable and
better positioned for the challenges ahead.
The earnings from our power subsidiary is a clear
indication that our diversification strategies are
yielding the desired results, having contributed
12% to the Group profit before taxes. We
recently awarded a contract for the major
overhaul of the Plant to Siemens AG and expect
this to be completed within the next twelve
months. We strongly believe that, this segment of
our business will drive growth going forward.
Awards
During the year 2014, your company received
various awards including but not limited to:
1. Top 100 business in Nigeria by His Excellency
Dr. Ebele Goodluck Jonathan, GCFR,
President of the Federal Republic of Nigeria.
2. Top 100 Most respected companies in
Nigeria by BusinessDay Newspaper.
3. Brand excellence in Oil and Gas by
Marketing World Awards.
Changes in the Structure of the Board.
There were no changes to the board
composition during the year. We however now
have a Board Finance and Strategy Committee
with a view to further strengthening our
corporate governance practices in line with
world-class standards. This committee shall
have oversight responsibility over capital
optimisation, budgets, strategic planning,
investments and projects. Its recommendations
shall be prepared and sent to the Board of
Directors for approval.
The committee has five members; two non-
executive directors, two executive directors and
our independent director as the Chairman.
Dividend
The Board proposes a 250 kobo per share
(N2.7bn) dividend to be distributed for the year
ended December 2014 subject to the
deduction of appropriate taxes.
Bonus
The Board also proposes an additional bonus
share for every five shares held in line with our
mission of making Forte Oil Plc the investment of
choice.
The Future
We remain committed to our vision of being the
foremost integrated energy solutions provider in
Nigeria with strong presence in downstream
operations, power and upstream services. We
will be expanding our reach in the near term to
the upstream sector and other related high
margin businesses that will continue to maximize
shareholders' wealth.
We thank our shareholders for their firm belief in
us in the course of our business transformation
and also use this opportunity to assure them of
better performance in the future.
I thank you for continually investing in Forte Oil
PLC.
Femi Otedola, CON
Chairman
FRC/2013/IODN/00000002426
March 2015
Chairman’s Statement (Cont’d)

e successfully concluded our 3-year
Wbusiness transformation in the year
2014 and I am pleased to inform you
that this transformation was unprecedented
having witnessed a complete turnaround of
our company from a loss making entity of
NGN19 Billion loss in 2011to a profit and
sustainable business entity within the last 3 years
and also delivering annual group profit of
NGN1.1Billion in 2012, NGN 6.5 Billion in 2013
and NGN 6.01 Billion in 2014. Our objective of
creating a lean, talent based and technology-
driven business resulted in increased market
share and revenues from all product lines that
has seen us come from the bottom position to
the league of the top three petroleum products
marketing companies in the industry in the
period under review. We resumed the payment
of dividend after four years of huge losses and
negative retained earnings having successfully
executed a capital reorganisation exercise in
line with our mission of building a long term
successful company and making Forte Oil Plc.
the investment of choice through positive
actions that boost investor confidence at all
times. Our drive to operate a high performing
organisation on the bedrock of solid corporate
governance practices and transparency
ranked us not only as a consistent early filer on
the NSE but also as the first Nigerian company in
50 years to submit its 2013 audited financials on
January 31 2014 and of course our subsequent
inclusion into the Morgan Stanley Capital
International Frontier Markets. Our
transformation initiatives did not also go
unrecognised. Forte Oil Plc. was adjudged one
of Nigeria's Top 100 companies by the Federal
Government of Nigeria in addition to receiving
the award for the best CEO in Corporate
Nigeria among the Top 25 CEOs of quoted
companies award in Nigeria organized by the
Business Day research and intelligence unit.
Forte Oil Plc., was also admitted into British
Safety council as a result of its zero lost time to
Injury (LTI) and fatalities during the year under
the review.
Overview of our Financial Performance in 2014
Forte Oil Plc's revenue increased by 33% to
N170.13 billion compared to N128.03 billion
recorded same period in 2013 largely due to
ongoing strategic retail network expansion,
growth of our commercial customer base and
gains from our recent diversification into the
power sector- Geregu Power Plc. which
contributed 5.33% at the Revenue level.
Gross profit increased by 51% to N18.46 billion
compared to N12.26 billion recorded same
period in 2013 as a result of improved sourcing
of petroleum products, raw materials,
aggressive marketing of our lubricants and
specialties products and sales of petroleum
products through more profitable channels.
Operating profit increased by 30% to 8.14 billion
compared to N6.27 billion recorded same
period in 2013 due to gains from operational
Akin Akinfemiwa
Group Chief Executive Officer
The Group CEO's Report

efficiencies and improved logistics with the
injection of 100 brand new company-owned
trucks to support the uninterrupted supplies of
petroleum products across the country and
exceptional customer service delivery.
Profit before tax of N6.01billion recording a 7.94%
decrease compared to N6.52 billion same
period in 2013 as a result of the huge finance cost
incurred, 10% devaluation of the naira in 2014
and poor performance from APOG due to
recent economic meltdown and the harsh
business environment in Ghana.
2015 and Beyond:
We are confident that we are on the right path in
our pursuit to become Nigeria's Foremost
Integrated Energy Solutions Provider as we unveil
our 5-year Growth and Consolidation Strategy
for all our strategic business units.
Our quest to dominate the downstream
petroleum sector in Nigeria and by extension
Africa, remains a key aspect of our consolidation
strategy. We are currently pursuing opportunities
for mergers and acquisition in a bid to drive
volume, revenues and ultimately maximize
profits for our shareholders. The Organic growth
of our downstream business through the
acquisition of strategically positioned outlets to
create an optimized network and drive revenues
and profits remain on course. Expanding our
retail presence supports our drive to boost our
Non-Fuel Revenue income through strategic
alliances that will sustain superior customer
experience.
Our aggressive drive to compete effectively in
the upstream sector led to a major restructuring
exercise of our upstream services subsidiary -
African Petroleum Oilfield Services (APOS)
wherein the company's name changed to Forte
Upstream Services. Our priorities in this regard
are; focus on higher margin related businesses,
position the renewed entity to take full
advantage of the Nigerian Local Content,
participate in the proposed Federal
Government Nigeria sale of marginal oil fields
and divestment of International Oil Companies
investments in local oil blocks.
We remain committed to making our Power
business a key driver of our growth initiatives by
ensuring that it contributes 40% to our Group PBT
in the near future. To this end, we have
contracted and commenced a Major Overhaul
of our 414-MW Geregu Power Plant at a cost of
USD 83 Million Naira to Siemens AG.
As part of our efforts to further boost investor
confidence, Forte Oil Plc is aiming for the listing of
its shares on the newly established NSE premium
board by submitting itself for evaluation under
the Corporate Governance Rating System
(CGRS) developed by the NSE and the
Convention for Business Integrity (CBI) in the very
near future.
Our commitment to continually invest in a highly
skilled, vibrant and motivated workforce remains
unflinching. We have and will continue to review
our employee compensation and benefits
system and our manpower development needs
in tune with the dynamics of our business
operating environment. We are also creating a
platform that will serve as an umbrella for all our
CSR initiatives in our bid to ensuring that they
yield their intended objectives.
Akin Akinfemiwa,
FRC/2013/IODN/00000001994
The Group CEO's Report (Cont’d)

mperion Power Distribution
ACompany has a 51% stake in
Geregu Power Plc.
Geregu Power Plant has an installed
capacity of 414 megawatts and is
powered by three turbine generators.
The company is a major wholesale
supplier of power to the Transmission
Company of Nigeria (TCN) through the
Market Operator (MO).
With the current political drive in the
country to ensure stable power supply
across the nation, Geregu Power Plant is
well positioned to be a key player and
an additional source of revenue for the
Group.
Forte Oil Plc owns 57% stake in Amperion
Power Distribution and the 43% balance
held by two international companies.
Geregu Power Plant
Subsidiaries
Amperion Power Distribution Company

However, the Company was able to achieve a
profit before tax of NGN 363,743,000 as against
NGN 485,190,000 in the year 2013 (a decrease of
25%). This decrease was due to the delay in the
implementation of our drilling contracts, these
contracts have been re-scheduled for 2015.
As part of our continued business strategy for
sustained growth and profitability going forward in
2015, the Company is poised to increase its
proportion of the provision of production
chemicals and the completion fluids contract with
SNEPCO through optimization of existing contracts.
The LMP, Onne is being refurbished to meet current
standards to increase capacity in carrying out our
obligations for the existing contracts and our
optimization strategy.
FUS is still operating its contracts with ADDAX
valued over 2m million for the supply of production
chemicals, Laboratory Services and Wellbore
c l e a n u p f l u i d s a n d h o p e f u l o f t h e
commencement of supplying drilling fluids and
services in 2015.
In addition, the Company was successful on its
submission of both technical and commercial
tenders/bids to various International Oil
Companies (IOCs) and Indigenous Exploration &
Production Companies with the hope of breaking
new grounds for improved performance taking
into consideration our indigenous status and the
opportunities offered by the Nigerian Content Act
to support our operations.
We are poised to partner with one of the most
successful drilling companies in the world as they
re-establish their presence in Nigeria and hopeful
that this arrangement will further reposition FUS to
be one of the leading upstream services company
in Nigeria and beyond ultimately.
It is expected that these various business decisions
will aid the Company in its aspiration to attain
leadership position in the supply of oilfield
production, drilling fluids chemicals and other
oilfield services.
INTRODUCTION
Forte Upstream Services Limited formerly
known as African Petroleum Oilfield Services
Limited (APOS) is a fully owned subsidiary of
Forte Oil Plc. The Company is engaged in the
sale of production and drilling fluids chemicals
and other engineering services to both local
emerging & major international oil exploration
and production companies in Nigeria.
FUS 2014 BUSINESS OUTLOOK AND
PERFORMANCE REVIEW
In 2014, the Company continued its supply of
production chemicals, drilling fluids and
completion fluids to local and international oil
exploration and production companies such
as the Shell, Addax, Afren, e.t.c. During the
period under review, the Company
operated under a challenging environment.
Subsidiaries Cont’d
Forte Upstream Services Limited (FUS)

AP Oil and Gas Ghana Limited a wholly owned
subsidiary of Forte Oil Plc is a marketer of refined
petroleum products and lubricants. It is one of the
122 Oil Marketing Companies (OMCs) trading in
Ghana oil and gas industry. The downstream
business in Ghana segmented into two: Oil
Marketing Companies (OMCs) and Bulk
Distribution Companies (BDCs) has over the years
witnessed a continuous proliferation of both BDCs
and OMCs. Four dominant OMCs (GOIL, Shell,
Total Plc and Star Oil) accounted for about 44% of
the market share while the rest of other 120 OMCs
struggle with the remaining 56% with none having
more than 3%. The competition no doubt has
remained intense as in the previous years leading
to market share shifts and buyers market.
The general business environment is still
characterized by cedi devaluation, unpaid fuel
subsidies by government, huge credit transactions
due to buyer market scenarios with the attendant
Trade Accounts Receivables (TAR) challenges,
difficulties in securing finance from the banks etc.
In the year under review BDCs experienced
difficulties in accessing Letter of Credits from Banks
due to huge debts owed the banks by the later.
This situation for some months adversely affected
products supply and availability and as well
changed industry trade terms to cash and carry
thereby increasing increased finance cost.
However, despite all these challenges, the
company’s ongoing restructuring exercise has
continued to focus on retail network expansion,
sound and efficient service delivery, increased
commercial customer base, strong credit control
and TAR management, among others. Fortunately
the company is steadily inching towards the
desired sales volume target as evidenced by the
significant leap in sales volume during the last
quarter of the year 2014 and shall strive to
consolidate and improve on this last quarter
performance in the year 2015 .
PERFORMANCE REVIEW
Subsidiaries Cont’d
AP Oil and Gas Ghana Ltd

Internal Control System
he Board is responsible for maintaining a
Tsound system of internal control to
safeguard shareholders’ investment and
the assets of the Company. The system of
internal control is to provide reasonable
assurance against material misstatement,
prevent and detect fraud and other
irregularities.
There is an effective internal control function
within the Company which gives reasonable
assurance against any material misstatement or
loss. The Board and Management will continue
to review the effectiveness and the adequacy
of the company's internal control systems and
update such as may be necessary.
The Directors are responsible for the overall
management of risk as well as expressing their
opinion on the effectiveness of the process. The
risk management framework is integrated into
the day-to-day operations of the business and
provides guidelines and standards for
administering the acceptance and on-going
management of key risks such as financial,
compliance/legal/regulatory, reputational,
strategic and operational risk. The Directors are
of the view that effective internal audit function
exists in the company and that risk
management controls and compliance system
are operating efficiently and effectively in all
respects.
Risk Management
Internal Control & Risk Management

The Chairman is responsible for the leadership and
management of the Board and for ensuring that
the Board and its committees function effectively
according to their various charters. One way in
which this is achieved is by ensuring Directors
receive accurate, timely and clear information.
He is also responsible for agreeing and regularly
reviewing the training and development needs of
each Director which he does with the assistance of
the Company Secretary.
The Chief Executive Officer bears overall
responsibility for the implementation of the
strategy agreed by the Board, the operational
management of the Company and the
subsidiaries. He is supported in this by the Executive
Committee, which he chairs.
The Board of Forte Oil Plc is made up of executive
and non-executive directors based on integrity,
professionalism, recognition and the ability to add
value to the organization. The membership of the
Board comprises of Directors with a broad range of
expertise, skills and experience from different
industries and businesses.
The Company currently has eight (8) members
which include the Chairman, four (4) Non-
Executive Directors, one (1) Independent Director
and two (2) Executive Directors to ensure the
stability and accountability of the organization at
all times.
The Non-executive Directors bring a wide range
and balance of skills and international business
experience to Forte Oil Plc. Through their
contribution to Board meetings and to Board
committee meetings, they are expected to
challenge constructively and help develop
proposals on strategy and bring independent
judgment on issues of performance and risk.
Generally, prior to each meeting of the Board, the
Chairman and the Non-executive Directors meet
Board of Directors
without the Executive Directors to discuss, among
other things, the performance of individual
Executive Directors.
The Board as the focal point of the Company's
corporate governance system is ultimately
accountable and responsible for the
performance and affairs of the Company with a
commitment to uphold and discharge its legal,
financial and regulatory responsibilities to all at all
times. The Board is also responsible for the strong
financial performance of the Company and
approves the design of the Company's annual
strategy and monitors the implementation of the
set objectives.
The governance structure of the Company is
designed to ensure that the board performs its
functions as provided for in the charters and in
accordance with all legislative and regulatory
developments and trends in governance.
Annually, the board of directors attend bespoke
Board trainings/sessions, with the aim of ensuring
that they are updated on international best
governance practices, industry and global
trends. Throughout the year, regular updates on
developments in legal matters, governance and
accounting are provided to Directors. Additional
training is available so that Directors can update
their skills and knowledge as appropriate. The
performance of the Board is reviewed annually
by an independent consultancy firm whose
report is published in the yearly financial report of
the company.
Furthermore, all Directors may seek independent
professional advice in connection with their role
as a Director. All Directors have access to the
advice and services of the Company Secretary.
The Company has provided both indemnities and
directors' and officers' insurance to the Directors
in connection with the performance of their
responsibilities.
The Board Committees
The Board during the period under review,
increased its Board Committees to five with the
establishment of the Board Finance and Strategy
Committee to assist the Board of Directors in
fulfilling its oversight responsibilities to the
Company. This Committee is in addition to the
Corporate Governance and Remuneration
Committee, the Risk Management Committee
and the Statutory Audit Committee.
Each Committee comprises of non- executive
directors; (except the Finance and Strategy
Committee and the Risk Management
Committee which has the two Executive directors
as members) with a written charter. Each
Committee meets on a quarterly basis to discuss
matters pertaining to its terms of reference in
addition to regular reports provided through the
Company Secretariat on any significant issues to
Company Secretariat’s Report For 2014 Annual Report

be addressed by the Committee.
Outside of these Board Committees, there are
other several management committees namely
the Executive Management Committee,
Management Committee, Risk Committee, Credit
Risk Committee, Crystalized Assets Committee,
Branding Committee and Inventory Management
Tenders and Contracts Committee charged to
ensure that the activities of the Company are at all
times done with high standards of professionalism,
accountability and integrity .
A Risk Management structure is also in place to
assist the Board in fulfilling its oversight
responsibilities in the identification, assessment,
management of risk and adherence to internal
risk management policies and procedures. This
process ensures that the Company is aware of
changes in the economic and business
environment and compliance with regulations
that impact on the company. Recently, the Firm
of KPMG was engaged to update our enterprise
risk management framework to align with best
practice standards and to guide on any
development needs or required improvements in
our risk processes.
During the period under review, there was no
change to the existing Board structure.
Director Amount
(N)
Mr. Femi Otedola, CON 750,000.00
Dr. Mrs. Grace Ekpenyong 500,000.00
Mrs. Korede Omoloja 500,000.00
Mr. Philip Akinola 500,000.00
Mr. Christopher Adeyemi 500,000.00
Ven. Layi Bolodeoku 500,000.00
Mr. Akin Akinfemiwa NIL
Mr. Julius B. Omodayo-Owotuga, CFA NIL
Directors Remuneration
Statement of Compliance with the Corporate Governance Code
Forte Oil Plc affirms its commitment and desire to
continue to adhere to the principles of excellent
corporate governance practices. The Company
strives to carry out its business operations on the
principles of integrity and professionalism through
transparent conduct at all times.
The Company during the period under review in
relation to its code of conduct developed a
Company –wide securities trading policy to guide
its Directors, Executive Management and Officers
on the rules regulating the trading of the
Company's shares and insider trading. As a public
quoted company, the Company was fully
compliant in its corporate governance practices
and operations with new amended listing rules by
t h e N i g e r i a n S t o c k E x c h a n g e , t h e
recommendations of the Securities and
Exchange Commission (SEC) and in line with other
international best practices.
The appointment and remuneration of directors is governed by the Company Policy on Directors. During
the period under review, the Non- Executive Directors and Chairman received an annual remuneration
fee as stated below.
2014 Board and Board Committees Meeting Attendance

In line with the best practice, the Board is expected to hold a minimum of four (4) meetings annually; this
requirement was achieved during the year under review.
The Director's attendances at the Board meetings are as follow:
1
2
3
4
5
6
7
8
S/N NAME
Mr. Femi
Otedola (CON)
Mr. Akin
Akinfemiwa
Mr. Julius B. Omodayo -
Owotuga, CFA
Ven. Canon Layi
Bolodeoku
Rev. Dr. (Mrs)
Grace Ekpenyong
Deacon Philip
Akinola
Mrs. Korede Omoloja
Mr. Christopher
Adeyemi
POSITION
Chairman
Director
Director
Director
Director
Director
Director
Director
31
JANUARY
2014
21
OCTOBER
2014
27
MARCH
2014,
06
AUGUST
2014
23
DECEMBER
2014
Symbol Meaning
Present
Absent
2014 Board and Board Committees Meeting Attendance

The Corporate Governance and Remuneration Committee's role is to assist the Board in fulfilling
its responsibilities in relation to Corporate Governance and Remuneration matters, to satisfy
legal and regulatory requirements so as to protect the Company from liability, improve
organizational effectiveness and assist in the attainment of business goals.
The Committee comprises of only non – executive directors who oversee the nomination and
board appointment process and the board remuneration process. The Committee is also
responsible for the review of the company`s organizational structure and ensures compliance
with the Code of Corporate governance. It also oversees the succession planning process of the
board.
The Committee held four (4) meetings in year 2014.
Corporate Governance and Remuneration Committee
1
2
3
4
S/N Name
Ven. Layi Bolodeoku
Mr. Christopher Adeyemi
Deacon Philip Akinola
Rev. Dr. (Mrs)
Grace Ekpenyong
Position
Chairman
Member
Member
Member
25 Mar
2014
05 Aug
2014
15 Oct
2014
22 Dec
2014
Risk Management Committee
The Risk Management Committee assists the Board in fulfilling its oversight responsibilities in the
identification, assessment, management of risk and adherence to internal risk management
policies and procedures. The Committee is further responsible for development of effective risk
governance framework and disclosure process, reviewing of changes in the economic and
business environment and reviewing of company`s compliance level with regulations that
impact on the company.
The Committee held four (4) meetings in the year 2014.

S/N Name Position 25 Mar
2014
15 Oct
2014
05 Aug
2014
1
2
3
4
5
Ven. Layi Bolodeoku
Mr. Julius B.
Omodayo-Owotuga, CFA
Mr. Akin Akinfemiwa
Chairman
Member
Member
Member
Member
Rev. Dr. (Mrs)
Grace Ekpenyong
22 Dec
2014
Statutory Audit Committee
The Audit Committee is composed of six (6) members, three shareholders representatives and
three Directors. One of the shareholders representative seats as the Chairman of the
Committee.
The functions of the committee are set out in section 359(6) of the Company and Allied Matters
Act. The Committee reviews the company's Control Policies, Management accounting and
reporting systems, internal control and overall standard of business conduct.
The Audit Committee held four (4) meetings in the year 2014.
1
2
3
4
5
S/N Name
Tokunbo Shofolawe
Bakare (Shareholder)
Emmanuel
Okoro (Shareholder)
Suleman Ahmed
(Shareholder)
Philip Akinola
(Non Executive Director)
Korede Omoloja
(Non Executive Director)
Position
Chairman
Member
Member
Member
Member
31 Jan
2014
25 Mar
2014
15 Oct
2014
6
Christopher Adeyemi
(Independent Director)
Member
22 Dec
2014
05 Aug
2014

The Board Finance & Strategy Committee
The Board Finance and Strategy Committee is composed of five(5) members constituted to
assist the Board of Directors in fulfilling its oversight responsibilities of the financial management
of the Company. In addition, the Committee is charged with the oversight of the Company's
strategic and transactional planning activities, global financing and capital structure
objectives and plans, insurance program, tax structure and investment policies and dividend
management policies.
The Committee will play a central role in determining strategic goals of the Company,
development of priority directions of the Company’s activities, elaboration of
recommendations on the dividend policy of the Company, assessment of the effectiveness of
the Company’s performance in the long run and amplification of recommendations to the
Board of Directors on adjustments of the existing strategy of the Company's development.
This Committee was constituted in December 2014 and the membership are as follows;
1
2
3
4
S/N Name
Mrs. Korede Omoloja
Mr. Phillip Akinola
Position
Chairman
Member
Member
Member
5 Member
Mr. Julius B.
Omodayo-Owotuga, CFA
Mr. Akin Akinfemiwa

Akin Akinfemiwa
Mr. Femi Otedola, CON
Chairman
Board of Directors
e was appointed the
HChairman of the Board of
Directors of Forte Oil Plc
(formerly known as African
Petroleum Plc) on May 25, 2007.
Mr. Otedola attended the
famous London College of
Printing from where he bagged a
degree in Printing Technology in
1985. He then took over as the
Managing Director of Impact
Press Limited in 1988, growing the
company into one of the
foremost printing presses in
Nigeria at that time.
In 1999, he ventured into the Oil
and Gas sector by incorporating
Zenon Petroleum & Gas Limited,
a n i n d i g e n o u s c o m p a n y
engaged in the procurement,
s t o r a g e , m a r k e t i n g a n d
distribution of petroleum
p r o d u c t s . I n 2 0 0 1 , h e
incorporated Seaforce Shipping
Company Limited which currently
owns and manages modern
tanker fleet of vessels that
transport petroleum products.
Mr. Otedola is today the President
and Chief Executive Officer of
Zenon Petroleum & Gas Limited;
Chairman, Seaforce Shipping
Company Limited, Atlas Shipping
Agency Company Limited, F. O.
Transport Limited, F.O. Properties
Limited, Swift Insurance Brokers
Limited and Garment Care
Limited.
Mr. Otedola, a former President of
the Nigerian Chamber of
Shipping was appointed member
of the governing council of the
Nigerian Investment Promotion
Council (NIPC) in January 2004,
and in December of the same
year, he was appointed a
member of the committee
saddled with the task of fostering
business relationship between the
Nigerian and the South African
Private sectors.
Mr. Femi Otedola was further
recognized for his immense
contributions to the growth of the
Nigerian economy when in
May,2010 he was awarded the
prestigious National Honours of
“Commander, Order of the Niger
- CON” by President Goodluck
Jonathan.
r. Akin Akinfemiwa as the
MGroup Chief Executive
Officer of the Company
is responsible for the overall
strategic direction for the business
and the subsidiaries. Mr.
Akinfemiwa was a former
Director, Trading and Business
development of Fineshade
Energy Limited.
Mr. Akin Akinfemiwa is a seasoned
and experienced International
Petroleum Products Trader with
focus on oil and oil products
futures, swaps and derivatives
trading responsibilities. He was
influential in developing strategic
trading and supply relationships
for Oando in the West African Sub
Region.
Prior to this, Akin had worked with
FSB International Bank plc as a
Business Process Analyst and a
s u b - t e a m l e a d e r o n t h e
C o m p a n y ' s B u s i n e s s
Transformation project in 2001.
Mr. Akinfemiwa is an alumnus of
the Said Business School,
University of Oxford, United
Kingdom. He also holds a B.sc
Honours degree in Mechanical
Engineering from the University of
Ibadan and a Master of Business
Administration (information
Technology) from the University of
Lincolnshire and Humberside,
United Kingdom. Akin has also
a t t e n d e d v a r i o u s g l o b a l
leadership courses including that
of the Wharton Business School,
University of Pennsylvania.

Layi Bolodeoku
Director
Profile of Directors
Julius B. Omodayo-
Owotuga, CFA - Group
Chief Financial Officer
r. Julius B. Omodayo-
MOwotuga is the Group
Chief Financial Officer
of Forte Oil Plc. He is a CFA
Charter Holder, a KPMG trained
Chartered Accountant and an
e x p e r i e n c e d f i n a n c e
professional. Before he joined
Forte Oil Group, he was at Africa
Finance Corporation (AFC)
where he had responsibilities for
the Corporation's Assets and
Liabilities Management function
and also doubled as the Assistant
Treasurer. AFC is a US$1bn private
sector led Development Finance
and Investment Bank. Prior to this,
he had held the role of Finance
M a n a g e r i n t h e s a m e
Corporation. In this role, Mr.
Omodayo-Owotuga set up the
Financial Control function of the
institution. He was also
responsible for Human Resources
and Administration at the
Corporation's start up stage in
2007.
en. Bankole Olayiwola
VBolodeoku is a non
Executive Director of Forte
Oil Plc. He obtained a Bachelor's
Degree in History and Political
Science from the University of
Ibadan in 1965 and a Masters'
Degree in Public Administration
from the University of Ife in 1972.
He worked with the old Western
Region Civil Service in different
capacities and was seconded to
the newly founded Ibadan
Polytechnic as the first Registrar in
1971.
Subsequently, he was appointed
Registrar Examinations in the
Public Service from where he
became Training Officer in
charge of the old Civil Service
Training School. In 1973, he joined
Evans Brothers Limited as a
General Manager and later
Mr. Omodayo-Owotuga joined
the AFC from Standard Chartered
Bank Nigeria Limited where he
was a Finance Manager with
responsibilities for the finance
aspect of the Bank's expansion
project. Before this, he was at
KPMG Professional Services where
he led assurance engagements
within the Nigerian financial
services industry. He also
consulted for a number of
Institutions on IFRS and Risk
Management while at KPMG
Professional Services. Prior to
KPMG, Mr. Omodayo-Owotuga
worked in the Foreign Operations
Group of MBC International Bank
(now First Bank Nigeria Limited).
He holds a B.Sc in Accounting
from the University of Lagos. He is
also a Chartered Management
Accountant, Chartered Tax
Practitioner and a Certified
Treasury and Financial Manager.
H e h a s a l s o a t t e n d e d
management courses at Harvard
Business School and other
renowned management schools.
b e c a m e t h e M a n a g i n g
Director/Chief Executive Officer
in 1976, and was also Director of
Evans Brothers London and Evans
East Africa, before he voluntarily
retired in May, 2000.
Rev Bolodeoku is a member of the
prestigious society of Young
Publishers in Brighton England
and the United Kingdom Society
of Scientific Technical and
Mechanical Publishers. Between
1980 and 1981, he served on the
executive committee of the
publisher's association based in
Geneva. In 1979, he was
appointed Vice President of the
Nigerian Publishers' Association
and became the President in
1980, and has remained on the
Board of the University Bookshop
as Chairman.

Profile of Directors (Cont’d)
Grace C. Ekpenyong
Director
r a c e C h r i s t o p h e r
GEkpenyong holds a first
Degree in Zoology from
the University of Ibadan in 1979
and a Post Graduate Diploma in
Education from the University of
Lagos. She is vastly experienced
in different fields such as
manufacturing, social welfare,
education, farming, and
humanitarian activities - having
worked in various capacities
within the sectors.
From 1980 to 1985, she was a
Senior Lecturer/Vice Principal,
Cross River State Schools Board;
Lecturer at Vivian Fowler Tutorial
College from 1986-1989. From
1989 to date, she has been the
Deputy Managing Director,
Gestric Group of Companies;
Managing Director, Amazing
Quality Limited and President,
W i d o w s M i t e I n t e g r a t e d
r. Adeyemi attended
MObafemi Awolowo
University Ile Ife where
he obtained his LL.B (Hons)
degree in 1989. He became a
Barrister and Solicitor of the
Supreme Court of Nigeria in 1991.
Mr. Adeyemi began his legal
career as Head of Green Form
Advice and Assistance Team in
The Legal Aid Board of England
and Wales. During his stint at the
Legal Aid Board, he was
responsible for setting up the
Green Form Advice and
Assistance phone extensions
team and also the Immigration
Project Team. After leaving the
public sector, Mr. Adeyemi, in
partnership with others, set up
Agape Consulting, a Legal
Practice and Management
Consultancy which assists in
Development Association.
Currently, she also functions as
Executive Director, Eemjm
Investment.
Mrs. Grace Ekpenyong is a
member of many associations,
such as the Manufacturers
Association of Nigeria, National
A s s o c i a t i o n o f W o m e n
Entrepreneurs (NAWE), Nigeria
Institute of Management (NIM),
etc.
She holds various awards such as
Certificate of Honour, Federal
UNESCO Club of Nigeria (FUCN);
Leadership Award, African
E d u c a t i o n a n d C u l t u r e
Organisation, Miami, Florida, USA,
and Honorary Degree of Doctor
of Divinity. She has been on the
Board of Forte Oil Plc since 1999.
setting up and advising over 100
Law firms in the United Kingdom.
Christopher Adeyemi is currently
the Head of the Corporate and
Media Law Department of an
I n t e r n a t i o n a l L a w a n d
Management Firm. He has
advised multinational companies
on setting up businesses in the
African and European markets.
Mr. Adeyemi has most recently
advised the Nollywood Industry
on how to make international
profits.
He is a member of the Nigerian Bar
Association, member of the Black
Solicitors Network (UK), and
member of Immigration Law
Practitioners Association (UK). Mr
Chris Adeyemi is an independent
director on the Board of Forte Oil
Plc.
Christopher Adeyemi
Director

Profile of Directors (Cont’d)
Philip M. Akinola
Director
eacon Akinola holds a
DB . S c . ( H o n o u r s ) i n
S o c i o l o g y a n d
Anthropology (1987), M.Sc.
Industrial Sociology (1989).
Mr. Akinola has garnered over 22
years experience in Human
R e s o u r c e s O p e r a t i o n s ,
Consulting and Management.
His working experiences included
s t i n t s a s M a n a g e m e n t
Consultant, Agrovog (1992 -
1994), Principal Consultant,
Management Plus (1994 - 1997),
and Manager, Personnel /Admin.,
Golden Gate Ventures and Trusts
Limited.
Deacon Akinola also worked as
Manager, Human Resources
Development at SCG Consulting
from 1997 - 1999 and Human
Resources Manager, Parker
Drilling Nig. Limited (1999 - 2001).
He is at present, the Head, Human
Capital and Administration of
Zenon Petroleum and Gas
Limited. He is a Ph.D student at the
University of Lagos.
Omoloja Korede
Director
rs Omoloja is a qualified
Ma c c o u n t a n t w i t h
extensive experience
gained while performing senior
roles in accounting operations.
She holds a Higher National
Diploma in Accountancy (1998),
Bsc Banking & Finance(2004) and
an MBA (Finance) obtained in
2004. She also has certification by
the Association of Chartered
Certified Accountants, ACCA,
(2007); Chartered Institute of
Taxation of Nigeria, ACTI (2001)
and the Institute of Chartered
Accountants of Nigeria, ACA.
(1999).
Mrs. Omoloja previously worked
as Audit Trainee at Confidence
Finance; Accountant at Amni
International Petroleum Dev. Co.
Ltd (1994-2002), and as Head,
Accounts/Financial Controller,
Zenon Petroleum & Gas Limited
(2002-2005). Mrs. Omoloja is at
present, the Chief Financial
Officer, Fineshade Energy
Services Limited.

Directors' Report
For the year ended 31 December 2014
n accordance with the provisions of the
ICompanies and Allied Matters Act of 2004,
the Directors are pleased to present their
report on the affairs of Forte Oil Plc (“the
Company”) and subsidiary companies (“the
Group”), together with the Group audited
financial statements and the auditor's report
for the year ended 31 December 2014.
LEGAL FORM
The Company was incorporated in 1964 as
British Petroleum (BP) Nigeria Limited with the
marketing of BP Petroleum Products as the
main focus. The Company changed from a
private to public company in 1978 when 40%
of the shares were sold to Nigerian Citizens in
compliance with the provisions of the
Nigerian Enterprises Promotion Decree of
1977. On July 31, 1979, the Federal
Government of Nigeria (FGN) acquired 60%
share capital held originally by BP, through
the Nigerian National Petroleum Corporation
(NNPC). This step transformed the company
into an entirely Nigerian concern
necessitating the subsequent change of
name to African Petroleum .
In March 1989, FGN sold 20% of its share
holding to the Nigerian public, thus making
AP the first public company privatized under
the Privatization and Commercialization
Policy. The Federal Government, under its
privatization programme in 2000 divested its
remaining 40% shareholding in AP thus
making AP a privately owned Company, with
over 153,000 shareholders.
In 2010, the Company was acquired by
Zenon Petroleum and Gas Ltd which saw the
change of name and corporate identity of
the Company to Forte Oil Plc. In addition to
this transformation, was the restructuring of
the Company's operations and the
incorporation of sustainable growth
strategies and policies to continuously
improve on its operations and deliver prompt
quality and effective services to customers
and all stakeholders.
PRINCIPAL ACTIVITY
The Company is a major marketer of refined
petroleum products with a strong presence in
the 36 States of Nigeria and the Federal
Capital Territory - Abuja. It procures and
markets Premium Motor Spirit (PMS),
Automotive Motor Oil (Diesel), Dual Purpose
Kero (DPK), Fuel Oils and Jet A-1 fuel amongst
others. Forte Oil plc also manufactures and
distributes a wide range of lubricants
foremost amongst them is the SYNTH 10000
and newly repackaged SUPER V and VISCO
2000.
The company sources high quality chemical
products, classed under industrial, organic
and petro-chemicals, which it sells to local
industries. The chemical Products include:
D O P , P o l y o l , A c e t o n e , C a l c i u m
Hydrochloride, Isopropyl Alcohol etc.
STRUCTURE
The Company has two wholly owned
subsidiaries: Forte Upstream Services Limited
and AP Oil & Gas, Ghana (APOG). In
addition, the Company has 57% stake in
Amperion Power Distribution Company.
Amperion Power Distribution Company owns
51% of Geregu Power Plc.
OPERATING RESULTS:
The following is a summary of the Group's and
Company's operating results:
Retained earnings at the end
of the year
Earnings per share - basic & diluted
6,006,298
(1,549,681)
4,456,617
4,378,599
5,726,144
3,958,962
N2.20
4,207,443
(1,568,530)
2,638,913
2,638,913
4,854,671
3,346,139
N2.42

FIXED ASSETS
Information relating to changes in fixed assets during the year is given in Note 14 to the
financial statements.
DIRECTORS
The names of the Directors as at the date of this report and those who held office during the
year are as follows:
FEMI OTEDOLA, C.O.N. (Chairman) Appointed on May 25, 2007
VEN. LAYI BOLODEOKU Re-elected on Sept 14, 2012
GRACE C. EKPENYONG (MRS.) Re-elected on July 26, 2013
CHRISTOPHER ADEYEMI Re-elected on March 28, 2014
DEACON PHILIP M. AKINOLA Re-elected on Sept. 14, 2012
OMOLOJA KOREDE (MRS) Re-elected on Sept. 14, 2012
AKINWUNMI AKINFEMIWA Appointed December 28, 2011
JULIUS OMODAYO-OWOTUGA, CFA Appointed December 28, 2011
In accordance with Article 89 of the Company's Articles of Association, Ven. Layi Bolodeoku,
Mrs. Korede Omoloja and Decon Phillip Akinola will retire by rotation from the Board of
Directors at this Annual General Meeting and being eligible have offered themselves for re-
election at this meeting.
CHANGES ON THE BOARD
Since the conclusion of the last Annual General Meeting, there have been no changes with
the Board Members.
DIRECTORS INTERESTS
The Directors of the Company who held office during the year together with their direct and
indirect interest in the share capital of the Company were as follows:
Number of Ordinary Shares
31/12/13 31/12/14
Mr. Femi Otedola - Chairman 115,878,398 128,706,299
499,323,557 (Indirect) 661,475,800(Indirect)
Mr. Akin Akinfemiwa 20,000 20,000
Mr. Julius Omodayo-Owotuga NIL NIL
Rev. Mrs. Grace Ekpeyong 43,496 43,496
Ven. Layi Bolodeoku NIL NIL
Mr. Christopher Adeyemi 80,485 80,485
Deacon Phillip Akinola NIL NIL
Mrs. Korede Omojola 49,187 49,187
CONTRACTS
None of the Directors has notified the company for the purpose of Section 277 of the
Company and Allied Matters Act of 2004 of any declarable interest in contracts which the
Director is involved.
ACQUISITION OF SHARES
The Company did not purchase any of its own shares during the year.
Directors' Report (Cont’d)

Directors' Report (Cont’d)
SHARE OPTIONS SCHEME
The Directors did not partake in any share option schemes during the period under review
MAJOR SHAREHOLDING
According to the Register of Members, the shareholder under-mentioned held more than
5% of the issued share capital of the Company as at 31 December 2014:
No. of Shares % Holding
ZENON PETROLEUM & GAS LIMITED 250,222,794 22.91%
THAMES INVESTMENT INCORPORATED 160,783,449 14.72%
ZRL NOMINEES 127,942,154 11.71%
ZSL A/C FOZ 122,527,403 11.34%
FEMI OTEDOLA 128,706,299 11.78%
SHARE CAPITAL HISTORY
Authorised Capital Issued and Fully Paid Capital
Date From To
22/06/78
17/07/80
28/08/82
04/08/84
06/08/86
12/07/88
29/06/90
29/07/93
28/11/97
19/02/99
15/11/02
26/11/13
N N
Date From To
N N
Consideration
ANALYSIS OF SHAREHOLDING
The analysis of the distribution of the shares of the Company at the end of the 2014
financial year is as follows:
-
Bonus (1:2)
Bonus (1:1)
Bonus (1:3)
Bonus (1:5)
Bonus (2:3)
Rights Issue
Bonus (1:4)
Rights Issue
Rights Issue
-
Bonus (1:5)
Placement
Rights Issue
Public Offer
-
Underwriting of
2008/2009
Hybrid Offer
7,500,000
11,250,000
22,500,000
30,000,000
36,000,000
43,200,000
86,400,000
86,400,000
108,000,000
216,000,000
234,263,450.50
281,116,141
394,393,919
443,271,555
543,535,383
543,535,383
546,095,528
6,000,000
7,500,000
11,250,000
22,500,000
30,000,000
36,000,000
43,200,000
72,000,000
86,400,000
108,000,000
216,000,000
234,263,450.50
281,116,141
394,393,919
443,271,555
543,535,383
543,535,383
28/02/79
17/07/80
24/08/82
10/08/84
16/09/86
03/08/88
24/09/90
10/01/94
28/11/99
13/09/04
25/11/04
30/09/05
28/10/06
20/04/09
20/04/09
6/12/13
11/07/2014
7,500,000
11,250,000
22,500,000
30,000,000
36,000,000
43,200,000
72,000,000
86,400,000
108,000,000
144,000,000
5,000,000,000
2,000,000,000
6,000,000
7,500,000
11,250,000
22,500,000
30,000,000
36,000,000
43,200,000
72,000,000
86,400,000
108,000,000
144,000,000
5,000,000,000

The Company identifies with the aspirations of the community as well as the environment within which it
operates and made charitable donations to the under-listed organizations amounting to N10,135,500.00
during the year under review as follows:
Donations and Charitable Gifts
EMPLOYMENT OF DISABLED PERSONS
The Company operates a non-discriminatory policy
in the consideration of applications for employment,
including those received from disabled persons. The
Company's policy is that the most qualified and
experienced persons are recruited for appropriate
job levels irrespective of the applicant's state of
origin, ethnicity, religion or physical condition. In the
event of any employee becoming disabled in the
course of employment, the Company is in a position
to arrange appropriate training to ensure the
continuous employment of such a person without
subjecting him/her to any disadvantage in his/her
career development. As at 31 December 2014, the
Company had no disabled persons in its
employment.
HEALTH, SAFETY AND WELFARE OF EMPLOYEES
It is the policy of Forte Oil Plc to carry out its activities in
a manner that guarantees the health and safety of its
workers and other stakeholders, the protection of the
company's facilities and the environment and
compliance with all regulatory and industry
requirements.
We consider health, safety and environmental issues
as important as our core businesses and assume the
responsibility of providing healthy, safe and secure
work environment for our workers as required by law.
Our objective is to minimize the number of cases of
occupational accidents, illnesses, damage to
property and environmental degradation.
Our vision is to achieve leadership role in sustainable
HSE practices through the establishment and
implementation of effective business management
principles that are consistent with local and
international regulations and standards.
EMPLOYEE INVOLVEMENT AND TRAINING
The Company encourages participation of
employees in arriving at decisions in respect of
matters affecting their well being. Towards this end,
the Company provides opportunities for employees
to deliberate on issues affecting the Company and
employees' interests, with a view to making inputs to
decisions thereon. The Company places a high
premium on the development of its manpower.
Consequently, the Company sponsored its
employees for various training courses both in
Nigeria and abroad in the year under review.
POST BALANCE SHEET EVENTS
There was no material event subsequent to year end
that could impact on the financial statements.
Please refer to note 31 of the consolidated financial
statement for disclosure with respect to post
balance sheet event.
AUDITORS
Messrs PKF Professional Services have indicated their
willingness to continue in office in accordance with
Section 357(2) of the Companies and Allied Act of
Nigeria.
BY ORDER OF THE BOARD
AKIN OLAGBENDE
COMPANY SECRETARY
FRC/2013/NBA00000003160
S/N ORGANIZATION/BODY AMOUNT
1.
2.
3.
4.
5.
Nigerian Stock Exchange Corporate Challenge N250,000.00
N1,000,000.00
ESQ Legal Practice Magazine, Esq Nigerian Legal Awards 2014 N2,000,000.00
N250,000.00
Save the Children Charity Organization Sponsorship N1,000,000.00
Partnership with the Nigerian Stock Exchange 13th Annual
Essay Competition
National Association of Energy Correspondents (NAEC) Conference
TOTAL N10,135,500.00
6. The Abolarin College, Oke Ila N4,635,500.00
7. Women in Business (WIMBIZ) N500,000.00
8. Nigerian Union of Journalist, Ogun State Council N500,000.00

Report of the Audit Committee
to the members of Forte Oil Plc
In accordance with the provision of Section 359(6) of the Companies and
Allied Matters Act of 2004, we confirm that:
1. We reviewed the scope and planning of the audit requirements.
2. We reviewed the external auditors’ management reports for the
year ended 31st December, 2014 as well as the management
response thereon; and
3. We ascertained that the accounting and reporting policies of the
Company are in accordance with legal requirement and agreed
ethical practices.
In our opinion, the scope and planning of the audit for the year ended 31st
December, 2014 were adequate and we have reviewed the external
auditor's findings on management matters and are satisfied with the
responses to the findings.
In addition, the scope, planning and reporting of the consolidated
financial statements are compliant with the requirements of the
International Financial Reporting Standards (IFRSs) as adopted by the
Company.
Dated this 18th Day of February 2015.
CHRIS ADEYEMI

CONSOLIDATED
FINANCIAL
STATEMENTS
3 1 D E C E M B E R 2 0 1 4
CONSOLIDATED FINANCIAL STATEMENTS FOR THE
YEAR ENDED 31 DECEMBER 2014
Report of the Independent Auditors 34
Consolidated Statement of Financial Position 35
Consolidated Statement of Comprehensive Income 36
Consolidated Statement of Cash Flows 37
Consolidated Statement of Changes in Equity 38
Notes to the Consolidated Financial Statements 40
Consolidated Statement of Value Added 88
Financial Summary 89

Report of the Independent Auditors
to the members of Forte Oil Plc
We have audited the accompanying consolidated
financial statements of Forte Oil Plc (“the Company”)
and its subsidiaries (together, “the Group”), which
comprise the consolidated financial position at 31
December 2014 and the consolidated statement of
comprehensive income, consolidated statement of
cash flows and statement of changes in equity for the
year then ended and a summary of significant
accounting policies and other explanatory
information.
Directors' Responsibility for the Consolidated Financial
Statements
The Directors are responsible for the preparation and
fair presentation of these consolidated financial
statements in accordance with the Companies and
Allied Matters Act, Cap C20, LFN 2004 and with the
requirements of the International Financial Reporting
Standards in compliance with the Financial Reporting
Council of Nigeria Act, No 6, 2011, and for such
internal controls as the Directors determine are
necessary to enable the preparation of consolidated
financial statements that are free from material
misstatement, whether due to fraud or error.
Auditors' Responsibility
Our responsibility is to express an opinion on these
consolidated financial statements based on our audit.
We conducted our audit in accordance with Nigerian
and International 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
consolidated financial statements are free from
material misstatement.
An audit involves performing procedures to obtain
audit evidence about the amounts and disclosures
in the consolidated financial statements. The
procedures selected depend on the auditor's
judgement, including the assessment of the risks of
material misstatement of the consolidated financial
statements, whether due to fraud or error. In making
those risk assessments, the auditor consider internal
control relevant to the entity's preparation and
fair presentation of the consolidated 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 accounting
estimates made by Directors, as well as evaluating the
overall presentation of the consolidated 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, the consolidated financial statements
present fairly, in all material respects, the financial
position of Forte Oil Plc and its subsidiaries at 31
December 2014, and of their financial performance
and its cash flows for the year then ended; in
accordance with the Companies and Allied Matters
Act, CAP C20, LFN 2004 and in the manner required by
the International Financial Reporting Standards in
compliance with the Financial Reporting Council of
Nigeria Act, No 6, 2011.
The company and its subsidiaries have kept proper
books of accounts, which are in agreement with the
consolidated financial position and statement of
comprehensive income as it appears from our
examination of their records.
Tajudeen A. Akande, FCA, FRC/2013/ICAN/01780
For: PKF Professional Services
Chartered Accountants
Lagos, Nigeria
Date: 18 February 2015
Accountants &
business advisers
Tel: +234(01) 8042074 | 7734940 | 7748366
Web: www.pkf-ng.com
Email: lagos@pkf-ng.com | info@pkf-ng.com
PKF House | 205A Ikorodu Road, Obanikoro | Lagos | G.P.O. Box 2047 | Marina | Lagos, Nigeria
Partners: Isa Yusufu, Geoffrey C. Orah, Omede P.S. Adaji, Tajudeen A. Akande, Samuel I. Ochimena, Najeeb A. Abdus-salaam, Olatunji O. Ogundeyin, Benson O. Adejayan
Ofces in: Abuja, Bauchi, Jos, Kaduna, Kano
PKF Professional Services is a member of PKF International Limited, a network of legally Independent Firms. PKF International
does not accept any responsibility or liability for the actions or inactions on the part of any other individual member Firm or Firms

Consolidated Statement of Financial Position
at 31 December 2014
Chairman FRC/2013/IODN/00000001994
FRC/2013/IODN/00000002426 Directors
FRC/2013/ICAN/00000001995
Note 31-Dec-14 31-Dec-13 31-Dec-14 31-Dec-13
N’000 N’000 N’000 N’000
Assets
Non-current assets
Property, plant and equipment 14 54,253,330 51,843,552 9,851,156 7,442,192
Investment property 15 1,934,928 2,021,526 1,934,928 2,021,526
Intangible assets 16 475,849 606,913 462,724 583,660
Investment in subsidiaries 17 - - 11,032,291 11,141,547
Deferred tax assets 18 120,990 920,949 - 920,949
Long term employee benets 24 16,364 - 18,581 2,948
Total non-current assets 56,801,461 55,392,940 23,299,680 22,112,822
Current asset
Inventories 19 12,201,950 10,583,317 11,250,222 9,801,830
Other assets 20 572,565 426,462 127,415 107,511
Trade and other receivables 21 53,600,153 31,485,663 45,242,378 28,012,325
Cash and cash equivalent 22 16,062,169 6,789,618 13,758,711 5,281,601
Total current assets 82,436,837 49,285,060 70,378,726 43,203,267
Total assets 139,238,298 104,678,000 93,678,406 65,316,089
Equity
Share capital 23 546,095 539,368 546,095 539,368
Share premium 23 8,181,162 6,947,887 8,181,162 6,947,887
Other reserves 23 (248,099) (170,082) (2,255) (2,255)
Retained earnings 23 3,958,962 5,726,144 3,346,139 4,854,671
Total equity attributable to equity
holders of the Company 12,438,120 13,043,317 12,071,141 12,339,671
Non controlling interests 23 31,896,549 29,305,990 - -
Total equity 44,334,669 42,349,307 12,071,141 12,339,671
Liabilities
Non-current liabilities
Long term employee benets 24 - 9,604 - -
Deferred tax liabilities 18 82,373 86,332 - -
Loans and borrowings 25 12,253,829 14,901,078 4,302,768 7,916,178
Non-current payables 26 421,839 680,711 421,839 680,711
Total non-current liabilities 12,758,041 15,677,725 4,724,607 8,596,889
Current liabilities
Loans and borrowings 25 12,288,927 4,983,659 12,288,927 4,908,688
Bank overdrafts 22 16,496,305 4,906,018 16,496,305 4,906,018
Current income tax liabilities 12 845,611 570,523 639,847 468,148
Trade and other payables 26 52,514,745 36,190,768 47,457,579 34,096,675
Total current liabilities 82,145,588 46,650,968 76,882,658 44,379,529
Total liabilities 94,903,629 62,328,693 81,607,265 52,976,418
Total equity and liabilities 139,238,298 104,678,000 93,678,406 65,316,089
The accompanying notes and signicant accounting policies form an integral part of these consolidated nancial statements.
Group Company
The consolidated nancial statements were approved by the Board of Directors on 18 February 2015 and signed on its behalf by:

Revenue
Cost of sales
Gross prot
Other income
Distribution expenses
Administrative expenses
Operating prot
Net nance cost
Prot before income tax
Income tax expense
Prot for the year
Other Comprehensive Income:
Items that will not be reclassied
subsequently to prot or loss
Foreign exchange translation loss
Items that may be reclassied
subsequently to prot or loss
Dened benet plan actuarial loss
Total other comprehensive loss net of taxes
Total comprehensive income for the year
Total comprehensive income attibutable to:
Owners of the company
Non controlling interests
Earnings per share
Basic/Dilluted earnings per share in (N)
CompanyGroup
The accompanying notes and signicant accounting policies form an integral part of these consolidated nancial statements.
Consolidated Statement of Comprehensive Income
for the year ended 31 December 2014

Consolidated Statement of Cash Flows
31-Dec-14 31-Dec-13 31-Dec-14 31-Dec-13
Notes N’000 N’000 N’000 N’000
Cash flows from operating activities
Profit for the year 4,378,599 4,896,134 2,638,913 4,580,977
Adjustment for:
Foreign exchange translation gain/loss on consolidation 77,796 106,008 - -
Depreciation of property, plant and equipment 14 1,880,009 1,004,412 793,396 543,774
Property, plant and equipment written off 1,776 - 750 -
Amortization of intangible asset 16 191,024 180,164 180,684 173,069
Depreciation of investment property 15 86,598 89,919 86,598 89,919
Profit on disposal of property, plant and equipment (2,541) (448,790) (2,541) (448,790)
Profit on disposal of investment property - (790,785) - (790,785)
Impairment loss on property,plant and equipment - 754,817 - 7,241
Nominal value of shares issued in 2008 but not recognised in the books 4,167 - 4,167 -
Finance income 11 (2,077,351) (2,132,804) (1,971,304) (2,099,077)
Interest expense 11 4,207,792 1,878,310 3,102,519 1,446,586
Increase/decrease in impairment allowance for trade receivables 8,20 46,600 (866,803) (76,992) (866,803)
Current service cost 24 71,578 56,646 58,402 52,771
Interest costs on defined benefit plan 15,584 14,306
Defined benefit plan actuarial loss 222 2,255 - 2,255
Deccrease in provision for employee benefit - (26,428) - -
Expected return on gratuity planned asset 24 (23,031) (15,809) (23,031) (15,809)
Capital gains tax expense 12 - 154,038 - 154,038
Income tax expense 12 1,549,681 1,366,115 1,568,530 1,374,060
Other non cash-items - translation losses (28,480) (71,450) - -
10,380,023 6,135,949 6,374,397 4,203,426
Changes in:
Inventories 19 (1,618,633) (2,839,224) (1,448,392) (2,967,769)
Consumables 21 (146,103) (278,173) (19,904) 40,778
Trade and other receivables 20 (22,161,090) (17,660,314) (17,153,060) (17,349,958)
Trade and other payables 26 16,919,160 19,839,421 14,946,956 20,657,044
Non trade payables and other creditors 26 402,137 (4,880,111) (588,733) (3,982,763)
Employee benefits paid 24 (20,562) - (9,403) -
Cash generated from operating activities 3,754,932 317,548 2,101,861 600,758
Income taxes paid 12 (1,589,633) (249,880) (1,558,397) (205,728)
Net cash from operating activities 2,165,299 67,668 543,464 395,030
Cash flows from investing activities
Proceeds from sale of property, plant and equipment 14,8 6,318 674,886 5,501 674,900
Proceeds from sale of investment property 947,000 947,000
Acquisition of property, plant and equipment 14 (4,323,891) (44,887,506) (3,206,070) (465,969)
Acquisition of intangible assets 16 (60,404) (35,188) (59,748) (12,376)
Acquisition of investment properties 15 - (20,529) - (20,529)
Acquisition of investment 17 - 3,882,798 (424,950) (6,801,334)
Divestment from subsidiaries 17 - - 534,206 -
Long term employee benefit funded 24 (69,537) (150,000) (55,907) (150,000)
Interest received 11 2,077,351 2,132,804 1,971,304 2,099,077
Net cash used in investing activities (2,370,163) (37,455,735) (1,235,664) (3,729,231)
Cash flows from financing activities
Funding by non controlling interests 534,206 28,959,179 - -
Shares issued and fully paid for 1,235,835 639,711 1,235,835 639,711
Dividend paid (4,321,123) - (4,321,123) -
Short term loans and borrowings 7,305,268 3,668,470 7,380,239 3,713,784
Long term loans and borrowings (2,647,249) 13,901,769 (3,613,410) 6,916,870
Interest paid 11 (4,207,792) (1,878,310) (3,102,519) (1,446,586)
Net cash (used in)/from financing activities (2,100,855) 45,290,819 (2,420,978) 9,823,779
Net (decrease)/increase in cash and cash equivalents (2,305,718) 7,902,752 (3,113,178) 6,489,578
Cash and cash equivalents as at 1 January 22 1,883,601 (6,009,952) 375,584 (6,113,994)
Effect of exchange rate fluctuations (12,018) (9,199) - -
Cash and cash equivalents at 31 December 22 (434,135) 1,883,601 (2,737,594) 375,584
Group Company
The accompanying notes and significant accounting policies form an integral part of these consolidated financial statements.

FINANCIALREPORTFORFORTEOILPLCFORTHEYEARENDEDDECEMBER31,2014
At31December,2013,thecompanyhad60%stakeinAmperionPowerDistributionCompanyLimited.Duringtheyearunderreview,theCompanydivested3%toShanghaiMunicipal
ElectricPowerCompanyatechnicalpartnerfortheacquisitionofGereguPowerPlc.
**Includedinthe1,092,191,056issuedsharesare8,335,225of50keachunitsofsharesclaimedtohavebeenpaidforduringthehybridofferof2008/2009butnottraceableinthebooks.
TheseshareshoweverareintheregisterandtradedontheNigerianStockExchange.TheBoardofDirectorsatitsmeetingof6August,2014approvedtherecognitionofthesesharesin
theCompany'sbookstoreconcilenancialrecordtotheshareholders'register.Alsoanunderwritingcommitmentof5,120,291unitsofordinarysharesrelatingtothehybridofferin2008
hasbeenfullymetinJuly2014andthesharesissuedtoGreenwichTrustLimited,theunderwritersoftheoffer.
fortheyearended31December2014
Increaseinnon-controllinginterestondivestment
36

FINANCIALREPORTFORFORTEOILPLCFORTHEYEARENDEDDECEMBER31,201437
fortheyearended31December2014
**Includedinthe1,092,191,056issuedsharesare8,335,225of50keachunitsofsharesclaimedtohavebeenpaidforduringthehybridofferof2008/2009butnottraceableinthebooks.Theseshares
howeverareintheregisterandtradedontheNigerianStockExchange.TheBoardofDirectorsatitsmeetingof6August,2014approvedtherecognitionofthesesharesintheCompany'sbooksto
reconcilenancialrecordtotheshareholders'register.Alsoanunderwritingcommitmentof5,120,291unitsofordinarysharesrelatingtothehybridofferin2008hasbeenfullymetinJuly2014andthe
sharesissuedtoGreenwichTrustLimited,theunderwritersoftheoffer.

1. The Group
1.1 Reporting Entity
Forte Oil Plc (the Company) was incorporated on 11 December 1964 as British Petroleum. It becameAfrican
Petroleum through the nationalisation policy of the Federal Government of Nigeria in 1979. The Company
changed its name to Forte Oil Plc in December 2010. The major shareholders are Zenon Petroleum and
Gas Company Limited and Thames Investment Incorporated. The Company and its subsidiaries, Forte
Upstream Services Limited (FUS),AP Oil and Gas Ghana Limited andAmperion Power Distribution Limited
are collectively the Group.
1.2 Principal activities
The Company and its subsidiaries are primarily engaged in the marketing of petroleum products which is
divided into fuels, production chemicals, lubricants, greases and power generation.
2. Basis of preparation
2.1 Statement of compliance
These consolidated nancial statements have been prepared in accordance with International Financial
Reporting Standard (IFRS) as issued by the International Accounting Standard Board (IASB) and in
compliance with the Financial Reporting Council of NigeriaAct, No 6, 2011. These are the Group's nancial
statement for the year ended 31 December 2014, prepared in accordance with IFRS 10 -Consolidated
Financial Statement has been applied.
2.2 Functional/presentation currency
These consolidated nancial statements are presented in Naira, which is the Group's functional currency
(except forAP Oil and Gas Ghana Ltd which operates in the Ghanian Cedis). Except as indicated in these
consolidated nancial statements, nancial information presented in Naira has been rounded to the nearest
thousand.
2.3 New and effective standards and interpretations.
The accounting policies adopted are consistent with those of the previous nancial year despite the adoption
of new standards effective for the rst time.
A number of new standards and amendments to standards and interpretations are effective for annual
periods beginning on or after 1 January 2014, and have been applied in preparing these consolidated
nancial statements.This includes:
2.3.1 IAS 32,Offsetting Financial Assets and Financial Liabilities. The amendment to IAS 32 clarify the
requirement for offsetting nancial assets and liabilities.

New standards and interpretations not yet adopted
Standards and interpretations issued but not yet effective.
2.3.2 IFRS 9, 'Financial instruments', addresses the classication, measurement and recognition of nancial assets and
nancial liabilities. IFRS 9 was issued in November 2009 and October 2010. It replaces the parts of IAS 39 that relate to
the classication and measurement of nancial instruments. IFRS 9 requires nancial assets to be classied into two
measurement categories: those measured at fair value and those measured at amortised cost. The determination is
made at initial recognition. The classication depends on the entity's business model for managing its nancial
instruments and the contractual cash ow characteristics of the instrument. For nancial liabilities, the standard
retains most of the IAS 39 requirements. The main change is that, in cases where the fair value option is taken for
nancial liabilities, the part of a fair value change due to an entity's own credit risk is recorded in other comprehensive
income rather than the income statement, unless this creates an accounting mismatch. The group is yet to assess IFRS
9's full impact and intends to adopt IFRS 9 not later than the accounting period beginning on or after 1 January 2018.
The group will also consider the impact of the remaining phases of IFRS 9 when completed by the Board.
2.3.3 IFRS 7, 'Financial instruments disclosure', The amendments to IFRS 7 claried that additional disclosure of
maximum exposure to credit risk is only required where the exposure is not reected in the carrying amount. It requires
disclosure of the nancial effect of collateral held as security for nancial assets, and removed the requirement to
specically disclose nancial assets, where the terms have been renegotiated.
2.3.4 IFRS 10, 'Consolidation Financial Statements',The amendments to IFRS 10 establishes principles for the
presentation and preparation of consolidated nancial statements when an entity control one or more other entities. It
introduces a single control model to be applied in determining control.An entity controls an investee when it has: Power
over the investee; exposure, or rights, to variable returns from its involvement with the investee; and the ability to use its
power the investee to affect the amount of its returns. When assessing whether an investor controls an investee, an
investor with decision making rights determines whether it acts as principal or as an agent.
2.3.5 IAS 27, 'Separate Financial Statements'. The amendment to IAS 27 include both existing and amended accounting
and disclosure requirement for separate nancial statements. The amendments are not expected to have a material
impact on the group's nancial statements.
2.4 Basis of measurement
These consolidated nancial statements are prepared on the historical cost basis except as modied by actuarial
valuation of staff gratuity and fair valuation of nancial assets and liabilities where applicable. There are other asset and
liabilities measured at amortised cost.
2.5 Use of estimates and judgements
The preparation of the consolidated nancial statements in conformity with IFRSs requires management to make
judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of
assets, liabilities, income and expenses.Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are
recognised in the period in which the estimates are revised, if the revision affects only that period, or in the period of the
revision and future periods, if the revision affects both current and future periods.
In particular, the Group has identied the following areas where signicant judgements, estimates and
assumptions are required. Changes in these assumptions may materially affect the nancial position or nancial results
reported in future periods. Further information on each of these areas and how they impact the various accounting
policies are described below and also in the relevant notes to the consolidated nancial statements.

a) Recovery of deferred tax assets
Judgement is required to determine which types of arrangements are considered to be tax on income in contrast to an
operating cost. Judgement is also required in determining whether deferred tax assets are recognised in the
consolidated statement of financial position. Deferred tax assets, including those arising from un-utilised tax losses
require management assessment of the likelihood that the Group will generate sufficient taxable earnings in future
periods in order to utilise recognised deferred tax assets. Assumptions about the generation of future taxable profits
depend on management's estimates of future cash flows. These estimates of future taxable income are based on
forecast cash flows from operations (which are impacted by sales volume and production, global oil prices, operating
costs and capital expenditure) and judgement about the application of existing tax laws. To the extent that future cash
flows and taxable income differ significantly from estimates, the ability of the Group to realise the net deferred tax assets
recorded at the reporting date could be impacted.
Future changes in tax laws could also limit the ability of the Group to obtain tax deductions in future periods.
b) Decommissioning costs
The Group may incur decommissioning cost at the end of the operating life of some of the Group's facilities and
properties. The Group assesses its decommissioning provision at each reporting date. The ultimate decommissioning
costs are uncertain and cost estimates can vary for various factors including changes to relevant legal requirements,
emergence of new restoration techniques or experience on similar decommissioning exercise. The expected timing,
extent and amount of expenditure can also change, for example in response to changes in laws and regulations or their
interpretations. Therefore, significant estimates and assumptions are made in determining the provision for
decommissioning. As a result, there could be significant adjustments to the provisions established which could affect
future financial results.
c) Contingencies
By their nature, contingencies will only be resolved when one or more uncertain future events occur or fail to occur. The
assessment of the existence, and potential quantum, of contingencies inherently involves the exercise of significant
judgement and the use of estimates regarding the outcome of future events.
d) Depreciable life of property , plant and equipment
The estimation of useful lives of asset is based on management's judgement. Any material adjustment to the estimated
useful lives of items of property, plant and equipment will have an impact on the carrying value of these items.
3. Basis of consolidation
The consolidated financial statements include the financial statements of Forte Oil Plc and its subsidiaries; Forte
Upstream Services Limited (FUS),AP Oil and Gas Ghana Limited (APOG) andAmperion Power Distribution Limited all
made up to 31 December 2014.
FUS andAPOG are wholly owned by Forte Oil Plc while Forte Oil Plc owns 57% inAmperion Power Distribution Limited.
Amperion Power Distribution Limited owns 51% of Geregu Power Plc. All intra group transactions, balances, income
and expenses are eliminated on consolidation.
4. Significant accounting policies
The accounting policies set out below have been applied consistently to all periods presented in these consolidated
financial statements, unless otherwise indicated

4.1.1 Foreign currency transactions
Transactions in foreign currencies are translated to the respective functional currencies of the entities within the group.
Monetary items denominated in foreign currencies are re-translated at the exchange rates applying at the reporting date.
Non-monetary items carried at fair value that are denominated in foreign currencies are retranslate at the rates prevailing
at the date when the fair value was determined. Non-monetary items that are measured in terms of historical cost in a
foreign currency are not re-translated.
Exchange differences are recognised in prot or loss in the year in which they arise except for:
- exchange differences on foreign currency borrowings which are regarded as adjustments to interest
costs, where those interest costs qualify for capitalisation to assets under construction;
- exchange differences on transactions entered into to hedge foreign currency risks; and
- exchange differences on loans to or from a foreign operation for which settlement is neither planned nor
likely to occur and therefore forms part of the net investment in the foreign operation, which are
recognised initially in other comprehensive income and reclassied from equity to prot or loss on
disposal or partial disposal of the net investment.
4.1.2 Foreign operations
The functional currency of the parent company and the presentation currency of the consolidated nancial statements is
Naira. The assets and liabilities of the Group's foreign operations are translated to Naira using exchange rates at year
end. Income and expense items are translated at the average exchange rates for the year, unless exchange rates
uctuated signicantly during that year, in which case the exchange rate on transaction date is used. Goodwill acquired in
business combinations of a foreign operation are treated as assets and liabilities of that operation and translated at the
closing rate.
Exchange differences are recognised in other comprehensive income and accumulated in a separate category of equity.
On the disposal of a foreign operation, the accumulated exchange differences of that operation, which is attributable to the
Group are recognised in prot or loss.
4.2 Financial instruments
The Group classies nancial instruments, or their component parts, on initial recognition as a nancial asset, a nancial
liability or an equity instrument in accordance with the substance of the contractual arrangement. Financial instruments
are recognised when the Group becomes a party to the contractual provisions of the instrument.
Financial instruments are recognised initially at fair value plus transactions costs that are directly attributable to the
acquisition or issue of the nancial instrument, except for nancial assets at fair value through prot or loss, which are
initially measured at fair value, excluding transaction costs.
Financial instruments are derecognised on trade date when the Group is no longer a party to the contractual provisions of
the instrument.
4.2.1 Available-for-sale nancial assets
Available-for-sale nancial assets comprise equity investments. Subsequent to initial recognition, available-
for-sale nancial assets are stated at fair value. Movements in fair values are taken directly to equity, with
the exception of impairment losses which are recognised in prot or loss. Fair values are based on prices quoted in an
active market if such a market is available. If an active market is not available, the Group establishes the fair value of
nancial instruments by using a valuation technique, usually discounted cash ow analysis.
When an investment is disposed, any cumulative gains and losses previously recognised in equity are recognised in prot
or loss. Dividends are recognised in prot or loss when the right to receive payments is established.

4.2.2 Trade and other receivables
Trade receivables are stated at their original invoiced value, as the interest that would be recognised from discounting
future cash receipts over the short credit period is not considered to be material. Trade receivables are reduced by
appropriate allowances for estimated irrecoverable amounts.
4.2.3 Cash and cash equivalents
Cash equivalents comprise short-term, highly liquid investments that are readily convertible into known amounts of cash
and which are subject to an insignificant risk of changes in value.An investment with a maturity of three months or less is
normally classified as being short-term.
4.2.4 Trade and other payables
Trade payables are stated at their original invoiced value, as the interest that would be recognised from discounting future
cash payments over the short payment period is not considered to be material.
4.2.5 Interest-bearing borrowings
Interest-bearing borrowings are stated at amortised cost using the effective interest method. The effective interest
method is a method of calculating the amortised cost of a financial liability and of allocating interest expense over the
relevant period. The effective interest rate is the rate that exactly discounts estimated future cash payments through the
expected life of the financial liability.
4.2.6 Compound instruments
At the issue date, the fair value of the liability component of a compound instrument is estimated using the market interest
rate for a similar non-convertible instrument. This amount is recorded as a liability at amortised cost using the effective
interest method until extinguished upon conversion or at the instrument's redemption date.
The equity component is determined as the difference of the amount of the liability component from the fair value of the
instrument.This is recognised in equity, net of income tax effects, and is not subsequently remeasured.
4.2.7 Impairment of financial assets
A financial asset not carried at fair value through profit or loss is assessed at reporting date to determine whether there is
objective evidence that is impaired. A financial asset is impaired if objective evidence indicates that a loss event has
occurred after initial recognition of the asset, and that the loss event had a negative effect on the future cash flows of that
asset that can be estimated reliably. See note 4.11 (Impairment) and note 6 (financial risk management).
4.3 Share capital
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of ordinary shares and share
options are recognised as a deduction from equity, net of any tax effects and costs directly attributable to the issue of the
instrument.
4.4 Property, Plant and Equipment
4.4.1 Recognition and measurement
Items of property, plant and equipment are measured at cost less accumulated depreciation and accumulated impairment
losses, if any.
Cost includes expenditure that is directly attributable to the acquisition of the asset. Items of property, plant and
equipment under construction are disclosed as capital work-in-progress. The cost of construction recognised includes
the cost of materials and direct labour, any other costs directly attributable to bringing the assets to a working condition for
the intended use, the costs of dismantling and removing the items and restoring the site on which they are located, and
borrowing costs on qualifying assets.

When parts of an item of property, plant and equipment have different useful lives, they are accounted for as separate
items (major components) of property, plant and equipment.
Gains and losses on disposal of an item of property, plant and equipment are determined by comparing the proceeds
from disposal with the carrying amount of property, plant and equipment, and are recognised net within other income in
prot or loss.
4.4.2 Reclassication of investment property
When the use of a property changes from owner-occupied to investment property, the property is transferred to
investment properties at its carrying amount.
4.4.3 Subsequent costs
The cost of replacing part of an item of property or equipment is recognised in the carrying amount of the item if it is
probable that future economic benets embodied within the part will ow to the Group and its cost can be measured
reliably.The costs of the day-to-day servicing of property and equipment are recognised in prot or loss as incurred.
4.4.4 Depreciation
Depreciation is calculated over the depreciable amount, which is the cost of an asset, or other amount substituted for
cost, less its residual value.
Depreciation is recognized in prot or loss on a straight-line basis(Except for Gas Turbines; which Unit of Production
Method i.e Equivalent Operating Hours (EOH) are used) over the estimated useful lives of each part of an item of
property, plant and equipment which reects the expected pattern of consumption of the future economic benets
embodied in the asset. Leased assets are depreciated over the shorter of the lease term and their useful lives unless it is
reasonably certain that the Group will obtain ownership by the end of the lease term in which case the assets are
depreciated over the useful life.
The estimated useful lives for the current and comparative period are as follows:
Land Over lease period
Buildings 25 years
Plants, equipment and tanks 5-20 years
Furniture and ttings 5 years
Computer equipment 4 years
Motor vehicles 4 years
Gas turbines 160,000 Equivalent Operating Hours (EOH) per turbine
Depreciation methods, useful lives and residual values are reviewed at each nancial year end and adjusted, if
appropriate. Capital work-in-progress is not depreciated. The attributable cost of each asset is transferred to the
relevant asset category immediately the asset is available for use and depreciated accordingly.
4.4.5 De-recognition of tangible assets
An item of property and equipment is derecognised on disposal or when no future economic benets are expected from
its use or disposal. Any gain or loss arising on de-recognition of the asset (calculated as the difference between the net
disposal proceeds and the carrying amount of the asset) is included in prot or loss in the period the asset is
derecognised.
Non-current asset held for sale
Non-current assets or a disposal group comprising assets and liabilities, that are expected to be recovered primarily
through sale rather than through continuing use, are classied as held for sale. Immediately before classication as held
for sale, the assets, or components of a disposal group are remeasured in accordance with the Group's accounting
policies. Thereafter generally the assets, or disposal group are measured at the lower of their carrying amount and fair
value less cost to sell. Impairment losses on initial classication as held for sale and subsequent gains or losses on
remeasurement are recognised in prot and loss. Gains are not recognised in excess of any cumulative impairment loss.

Forte oil annual report 2014

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Forte oil annual report 2014