MRS annual report 2012

MRS Oil Nigeria Plc
Financial Statements - - 31 December 2012
Together with Directors’and Auditor's Reports

1
MRS Oil Nigeria Plc
Index to the financial statements
for the year ended 31 December 2012
Contents Page
Corporate Information 2
Director's report 3
Statement of director's responsibilities 14
Independent auditor’s report 15
Statement of financial position 16
Statement of comprehensive income 17
Statement of changes in equity 18
Statement of cash flows 19
Notes to the financial statements 20
Additional information 71

2
Corporate Information
RC 6442
Board of Directors:
Alhaji Sayyu I. Dantata Chairman
Mr. Paul Bissohong Managing Director (Ag.)
Mr. Patrice Alberti Non Executive Director
Mr. Andrew O. Gbodume Executive Director (Finance & Administration)
Dr. Samaila M. Kewa Non Executive Director
Mr. Lawal Mangal Alternate Director
Registered Office 8, Macarthy Street
Onikan
Lagos State
Company Secretary Mrs. O.M. Jafojo
8, Macarthy Street
Onikan
Lagos State
Registrar City Securities (Registrars) Limited
358, Herbert Macaulay Street
Yaba
Lagos
Independent Auditors KPMG Professional Services
KPMG Tower
Bishop Aboyade Cole Street
Victoria Island
Lagos
Principal Bankers First Bank of Nigeria Plc
First City Monument Bank Plc
Citibank Nigeria Limited
Standard Chartered Bank Nigeria Limited
Zenith Bank Plc
Access Bank Plc
Keystone Bank Plc
LEADERSHIP TEAM
Paul Bissohong Oghenekaro Ologe
Managing Director (Ag.) Information Technology Manager
Andrew O. Gbodume Hajia Safia Mohammed
Executive Director (Finance & Admin) Human Resources Manager
Oluwakemi M. Jafojo Andrew Onum
Company Secretary Chief Legal Counsel
Martin Orogun Mohammed Koki
Finance Manager Operations Manager
OgungbangbeThomas O.** Charles Onum
Aviation Manager Lubes Sales and C & I Manager
Alfred Otobo*** Omoloja Oladipo
Sales & Marketing Manager Marketing Support Manager
Kola Akinyemi Gloria Atong
HSE Manager Procurement Manager
** Resigned 2012
*** Resigned 2013

MRS Oil Nigeria Plc
2012 Annual Report and Accounts
3
Directors’ Report
For the year ended 31 December 2012
The Directors present their Annual Report on the state of affairs of the Company, together with
the Audited Financial Statements for the year ended 31 December 2012.
Incorporation and Legal Status of the Company
The Company was incorporated as a privately owned Company in 1969, and was converted to a
Public Limited Liability Company quoted on the Nigerian Stock Exchange in 1978, as a result of
the 1977 Nigerian Enterprises Promotions Decree. The Company is domiciled in Nigeria and its
shares are listed on the Nigerian Stock Exchange (NSE).
The marketing of products in Nigeria commenced in 1913 under the Texaco brand, when they
were distributed exclusively by CFAO a French multinational retail company. In 1964 Texaco
Africa Limited started direct marketing of Texaco products selling through service stations and
kiosks acquired from the said multinational retail company, on lease terms. It also entered into
the aviation business.
On 12 August 1969 Texaco Nigeria Limited was incorporated as a wholly-owned subsidiary of
Texaco Africa Limited, thus inheriting the business formerly carried out in Nigeria by Texaco
Africa Limited. With the promulgation of the Nigeria Indigenization decree in 1978, 40% of
Texaco Nigeria Limited was sold to Nigerian individuals and organizations by Texas Petroleum
Company.
In 1990, the Companies and Allied Matters Decree came into force and this necessitated the
removal of ‘Limited’ from the company’s corporate name to the prescribed ‘Public Limited
Liability Company’(PLC) with its shares quoted on the Nigerian Stock Exchange.
Following the creation of ChevronTexaco in 2001 from the merger between Chevron
Corporation and former Texaco Inc., Texaco Nigeria Plc became an integral part of the new
corporation. As ChevronTexaco considered the acquisition of former Union Oil Company of
California (UNOCAL), the board of ChevronTexaco decided to eliminate ‘Texaco’ from the
corporate name and retain only Chevron as the new name of the enlarged corporation.
Effective 1 September 2006, the company’s name changed from Texaco Nigeria Plc to Chevron
Oil Nigeria Plc following a directive from Chevron Corporation’s headquarters to all affiliate
companies. This was designed to present a clear, strong and unified presence of Chevron
Corporation throughout the world.
On 20 March 2009 there was an acquisition of Chevron Africa Holdings Limited, (a Bermudian
Company) by Corlay Global SA of Moffson Building, East 54th
Street, Panama, Republic of
Panama. By virtue of this foreign transaction, MRS Africa Holdings Limited gained control of all
assets of Chevron Nigeria Holdings Limited, Bermuda.

MRS Oil Nigeria Plc
4
The new management of the Company announced a change of name of the Company from
Chevron Oil Nigeria Plc to MRS Oil Nigeria Plc (“MRS”) effective 2 December 2009 following the
ratification of the name change of the Company at the 40th
Annual General Meeting of the
Company on 29 September 2009.
Currently about 253,988,672 shares are held by about 23,551 Nigerian shareholders and 1
foreign shareholder (MRS Africa Holdings Limited, Bermuda) in MRS Oil Nigeria Plc, a company
with the main business of marketing and/or manufacture of petroleum related products in
Nigeria. With about 138 active Company owned operating outlets and more than 255 third
party owned operating outlets, MRS Oil Nigeria Plc is a major player in Nigeria’s petroleum
products marketing industry. MRS is also a leading producer of quality lubricating oils and
greases.
Principal Activities:
The Company remains principally engaged in the business of marketing and distribution of
refined petroleum products, blending of lubricants and manufacturing of greases.
The summary of results of the company as included in the financial statements are as follows:
YEAR ENDED 31 DECEMBER, 2012 2012
N'000
2011
N'000
Revenue 79,727,349 71,490,715
Profit Before Tax 378,755 1,413,242
Taxation (173,634) (797,618)
Profit for the Year 205,121 615,624
Proposed Dividend for the Year 59,281 177,792
Earnings Per share (Naira) 0.81 2.42
Declared Dividend per 50k share(Kobo) 70 125
Net Assets per 50k share 7,502 7,476
Dividend:
The Board proposes to pay 23.34 kobo per share, as final dividend (2011: 70 kobo per
share). The proposed dividend which amounts to approximately N59.28 million will, if
approved at the Annual General Meeting of the Company, be paid on 15 August 2013 to
shareholders on the register of the Company at the close of business on 19 July 2013
and is subject to appropriate withholding tax (2011: N 177.79 million).

MRS Oil Nigeria Plc
5
Going Concern:
Nothing has come to the attention of the Directors to inform them, that the Company will not
remain a going concern in the next twelve months.
The Directors:
The Directors in office during the year are listed below and except where stated, served on the
board in 2012:
NAME NATIONALITY DESIGNATION Appointment/Resignatio
ns (A/R)
Alhaji. S. I. Dantata Chairman March 20, 2009 (A)
Mr. Shardhashis* Indian Managing Director August 15, 2011
(A)/December 5, 2012(R)
Mr. P. Bissohong* Cameroonian Managing Director December 5, 2012 (A)
Mr. P. Alberti French Director March 20, 2009 (A)
Mr. A.O. Gbodume Executive Director (F & A) May 12, 2011 (A)
Chief S. C. Ezendu Non-Executive Director
(Deceased)
June 8, 1999 (A)
Dr. S. Kewa Non-Executive Director March 7, 2007 (A)
Mr. Lawal Mangal Alternate Director May 10, 2012 (A)
*See Board changes below
Board Changes:
Mr. Shardhashis B. Prasad resigned from the Board on 5 December 2012. Following his
resignation, Mr. Paul Bissohong was appointed Managing Director (Ag.) of the Company on 5
December 2012.
On 17 March 2013, we lost a valued and trusted member of the board Chief Sylvanus
Chukwuemeka Ezendu. He will be remembered for his dedication, hard work and commitment
to board issues and the Company’s performance. Chief Ezendu will be greatly missed.
Election/Re-election of Directors:
In accordance with Articles 90/91 and 95 of the Company’s Article of Association, Alhaji S.I
Dantata and Mr. A.O. Gbodume retire by rotation and being eligible, offer themselves for re-
election.
In accordance with Articles 95 of the Company’s Articles of Association, Mr. Paul Bissohong,
being the only director appointed since the last Annual General Meeting retires and being
eligible offers himself for re-election.

MRS Oil Nigeria Plc
6
Directors’ Interest in the Issued Share Capital of the Company:
The direct and indirect interests of Directors in the issued share capital of the Company as
recorded in the register of directors’ shareholdings and/or as notified by the Directors for the
purposes of Sections 275 of the Companies and Allied Matters Act of 2004 and the listing
requirements of the Nigerian Stock Exchange are as follows:
Directors’ Interest in Contract:
In accordance with Section 277 of the Companies and Allied Matters Act 2004, none of the
Directors have notified the Company of any direct or indirect interest in any contract or
proposed contract with the Company.
Major Shareholders:
According to the Register of Members as at 31 December 2012, the following shareholders of
the Company hold more than 5% of the issued ordinary share capital of the Company.
Name Units Percentage %
MRS Africa Holdings Limited 152,393,190 60%
Directors
Total No. of Shares as at
31/03/2013
Total No. of Shares as at
31/12/2012
S. Dantata (Indirect holdings) 152,393,190 152,393,190
P. Bissohong - -
P. Alberti
Representative of Pact Advisory,
Management & Service SAS
- -
A.O. Gbodume - -
D.M. Barau - -
S. C. Ezendu (Indirect holdings)
(Deceased)
47,368 47,368
S. M. Kewa 1,989 1,989

MRS Oil Nigeria Plc
7
Analysis of Shareholding:
According to the Register of Members at 31 December 2012, the spread of shareholding in the
Company is presented below:
Number of holding
Local shareholders:
Number of
shareholders
Number of shares
held
Percentage of
shareholding
1 - 500 8,678 1,992,495 0.8%
501 - 1,000 3,723 2,794,806 1.1%
1,001 - 5,000 8,720 20,188,271 7.9%
5,001 - 50,000 2,275 26,397,382 10.4%
50,001 - 100,000 85 6,109,353 2.4%
100,001 - 500,000 60 11,074,964 4.4%
500,001 - 1,000,000 5 3,660,738 1.4%
1,000,001 - 50,000,000 5 29,377,473 11.6%
Total 23,551 101,595,482 40%
Foreign shareholders
Over
50,000,001 - 253,988,672 1 152,393,190
60%
TOTAL 23,552 253,988,672 100%
Acquisition of Its Own Shares:
The Company did not acquire its shares during the year.
Corporate Governance:
The Board considers the maintenance of high standards of corporate governance, central to
achieving the Company’s objective of maximizing shareholder value. The Board has a schedule
of matters reserved specifically for its decision. The Directors have access to learning
appropriate professional skills and knowledge development.
The Company’s Board currently comprises of a Non Executive Chairman, Executive Directors
and Non Executive Directors. The Executive Directors have extensive knowledge of the oil and
gas industry, while the Non Executive Directors bring in their broad knowledge of business,
financial, commercial and technical experience to the board.
Annually, the Board routinely reviews the board structure to ensure that there is a satisfactory
balance of Executive and Non Executive Directors in the Company. However, this balance may
be reviewed on an ongoing basis, bearing in mind the size of the Company and its ownership
structure.
In the year under review, there were 7 Directors on the Board of the Company; each Director
bringing their wealth of experience to bear on deliberations at Board Meetings.
The Board meets at least four times a year for regular scheduled meetings to review the
Company’s operations and trading performance, to set and monitor strategy as well as consider
new business options. The Board also meets for unscheduled meetings, if there are specific
matters that require its attention.
The attendance of Directors at board meetings in the year under review is noted below:

MRS Oil Nigeria Plc
8
MRS Oil Nigeria Plc - 2012 Board Meetings
DIRECTORS DESIGNATION Feb 28,
‘12
March 23,
‘12
May 3,
’12
July 10,
‘12
Nov 8,
‘12
Alhaji Sayyu I. Dantata Chairman X X X
Mr. S.B Prasad* Managing
Director
X X X X X
Mr. Paul Bissohong** Managing
Director
Mr. Patrice Alberti Director X X X X X
Mr. Andrew O. Gbodume Executive
Director
X X X X X
Chief Sylvanus C. Ezendu Director X X X X X
Dr. Samaila M. Kewa Director X X X X
Mr. Lawal Mangal*** Alternate
Director
X X
* Mr. Shardhashis B. Prasad resigned as the Managing Director of the Company on December 5, 2012.
** Mr. Paul Bissohong was appointed to the Board on 5 December, 2012.
*** Mr. Lawal Mangal was appointed to the Board on 14 August, 2012.
Board Performance Appraisal:
The Board did not undertake any formal evaluation of its performance, individual or collective
in the year under review.
A process exists for the follow up on all matters of concern or potential improvement which
may arise when an evaluation process is carried out.
Sub Committees of the Board:
The Board has established Committees, each with written terms of reference approved by the
Board. Currently, there are 4 sub-committees of the Board and the Chairman is not on any of
the Committees. The sub-committees are established to assist the Board to effectively and
efficiently perform guidance and oversight functions, amongst others.
The terms of reference for all the committees are available for inspection at the registered
office of Company.
The current composition of the Board Sub-committees and attendance at meetings in the year
under review are as follows:-

MRS Oil Nigeria Plc
9
1. The Audit Committee
Audit Committee
Members
Designation Feb, 22 ‘
12
March
22, ‘12
May 2,
‘12
Aug 7,
‘12
Nov 6,
‘12
Engr. Tunji Ijaiya Chairman X X X X X
Mr. Isiaka Saliu Member X X X X X
Chief Vincent Barrah Member X X X X X
Chief Sylvanus C.
Ezendu
Member X X X X X
Mr. Andrew Gbodume Member X X X X X
Dr. Samaila M. Kewa Member X X X
Mr. Lawal Mangal Member (Appointed to the Committee on April 18, 2013)
The Audit Committee is chaired by a shareholder representative. On the invitation of the
Chairman of the Audit Committee, representatives of Management and the External Auditors
are invited to attend meetings. The Audit Committee is responsible for the review of the
quarterly and annual financial reports of the Company before submission to the Board. The
Audit Committee makes recommendations on the appointment of the External Auditors and
reviews the nature and scope of their work as well as recommendations on the company’s
accounting procedures and internal controls.
In the year under review, the Audit Committee met 5 times.
2. Board Nominations and Corporate Governance Committee
The Board Nominations and Corporate Governance Committee is responsible for proposing
candidates for appointment to the board, bearing in mind the balance and structure of the
Board. The board also considers corporate governance issues, ensures strict compliance and
makes recommendation to the Board (on issues regarding but not limited to) the membership
of the Audit, Strategic & Finance Planning and the Human Resources Committee in consultation
with the Chairman of each Committee.
In the year under review, the Board Nominations and Corporate Governance Committee did not
meet.

MRS Oil Nigeria Plc
10
3. The Strategic and finance Planning Committee
Strategic Planning and Finance
Committee:
Members
Designation Dec, 5, ‘12
Chief Sylvanus C. Ezendu Chairman X
Mr. Paul Bissohong
(appointed to committee on Dec 5,2012)
Member X
Dr. Samaila M. Kewa
(appointed to Committee on Nov 5,
2012)
Member X
Mr. S.B. Prasad
(resigned from the board on Dec 5, 2012)
Mr. Andrew O. Gbodume Member X
The Committee is responsible for assisting the Board of Directors in performing its guidance and
oversight functions effectively and efficiently, and is specifically charged with defining the
Company’s strategic objectives, determining its financial and operational priorities, making
recommendations regarding the Company’s dividend policy and evaluating the long-term
productivity of the Company’s operations.
In the year under review, the Strategic Planning and Finance Committee Members met once.
4. Human Resources Committee
Human Resources Committee
Members
Designation Dec, 6 ‘12
Dr. Samaila M. Kewa Chairman X
Chief Sylvanus C. Ezendu Member X
Mr. Paul Bissohong Member X
Mr. Andrew O. Gbodume Member X
The Human Resources Committee is responsible for reviewing the contract terms,
remuneration and other benefits of the Executive Directors and Senior Management of the
Company. The Committee also reviews the reports of external consultants for services
rendered, which assist the Committee in their duties.
The Chairman and other Directors may be invited to attend meetings of the Committee, but do
not take part in any decision making directly affecting their own remuneration. The Committee
undertakes an external and independent review of remuneration levels on a periodic basis, to
ensure that employment policies are strictly adhered to.
In the year under review, the Human Resources Committee met once.
Meetings:
The register of attendance at meetings is available for inspection during normal business hours
at the registered office of the Company and at each Annual General Meeting of the Company.

MRS Oil Nigeria Plc
11
Employment Policy:
The Company is committed to selecting and employing the best qualified individuals for
positions, consistent with the Company’s long term best interest. The determining factors in
recruiting, hiring, selecting and placing employees are the overall requirements of the job.
The objective of the policy is to provide a level of remuneration that is sufficient to attract,
retain and motivate high quality employees to run the Company successfully and to ensure that
there is an alignment between the Company’s business plan and shareholder objectives. A
significant proportion of the employee remuneration is linked to the achievement of short and
long – term performance objectives.
The Company maintains a fair policy in considering job applications of physically challenged
persons having regard to their abilities and aptitude. The policy prohibits any form of
discrimination on the basis of disability, race, religion, colour, national or ethnic origin, age, sex,
political preference, membership or non-membership of any lawful organization or any other
basis in the recruitment, training and career development of employees. The Company did not
employ any physically challenged person during the year.
The Company provides a working environment that promotes diversity within its workforce and
enables employees to participate and contribute to the growth of the Company.
Employees Health, Safety and Environment:
The Company is committed to achieving and maintaining the highest standards of safety for its
employees, suppliers, customers and the public in line with best global HSE standards. In the
year under review, consistent Health Safety and Environment (HSE) standards continued to
guide the Company’s operations and activities.
In July, 2012 the Company engaged the services of medical health providers to provide better
health and welfare care services to the generality of the staff and their families. The head office
and Apapa complex in-house outpatient clinic were functional and accessible to employees
throughout the year, during business hours.
The theme of the 2012 annual safety week was “SAFETY STARTS WITH ME”, with action learning
sessions provided for the employees, haulers, drivers, contractors on the best safe work and
health practices.
On regulatory compliance, statutory inspections visits were conducted and emergency
preparedness drills were carried out at our operational facilities by the Department of
Petroleum Resources (DPR), NOSDRA (Federal agency), LASEPA(State agency) and the Nigerian
Ports Authority-Health Safety and Environment Committee (NPA-HSE) and FAAN, Airlines
Operators. The Company received a satisfactory report of compliance, by the industry
(petroleum downstream sector and the different Aviation regulatory agencies).

MRS Oil Nigeria Plc
12
Employees Involvement, Training and Development:
In the year under review, various employees took part in various training and development
programmes; Staff Induction Training, Finance for Non – finance managers, Station Manager
training programme, SAP Reporting, External training for team building, Time Management and
Credit Management, to mention a few.
Contributions and Charitable Donations:
During the year, the Company made the following donations in fulfillment of its corporate social
responsibility:
NAME AMOUNT
1. The Zamarr Institute (School for Autism), Abuja 200,000
2. Poorest of the Poor, Abuja 100,000
3. Ereko Methodist Primary School, Berkley, Lagos 200,000
4. Lagos State School Management Board (L.S.P.E.B) G.R.A, Oba Akinbiyi way,
Ikeja, Lagos.
300,000
5. Wasimi Community Primary School, Wasimi, Maryland, Lagos 200,000
6. Pacelli School for The Blind, Surulere, Lagos 100,000
7. G.R.A. Primary School, G.R.A Ikeja, Opposite Police Force HQ. Lagos 200,000
8. Opebi Primary School, Opebi, Ikeja, Lagos. 300,000
9. Olusosun Wright Estate Primary School, off Kudirat Abiola way, Oregun, Lagos 200,000
10. 9 Brigade Primary School, Brigade Miliktary Cantonment, Ikeja, Lagos 200,000
11. Bola Memorial Primary School, Mobolaji Bank Anthony way, Maryland, Lagos 200,000
TOTAL 2,200,000
Donations made in 2011 amounted to N2,200,000.
In accordance with Section 38(2) of the companies and Allied Matters Act, the Company did not
make any donations or gift to any political party, political association or for any political
purpose in the course of the year under review.
Information Technology Upgrades:
The Company is committed to the provision of regular upgrade of its information technology
infrastructure for its head office and field locations to assist with online monitoring of its field
transactions. IT achievements in the year under review include:
1. Upgrade of 27 Remote Locations VSAT connectivity from 64-128k to 512-256k to
accommodate (BPCS now SAP and Emails) from the Head-office.
2. VPN connection created for usage of Network facilities outside the head-office/Apapa.
3. Backup VSAT connect created for the Head-office – Two ISPs namely Main One Cable
and Vodacom Business Nigeria.
4. SAP - New Business Application – Implementation, launch and go live.
5. Email platform upgraded to Office 365.
6. Head-Office Access monitoring system upgraded – for the access control system and
biometric data capturing, time and attendance system.
7. Replacement of Laptops & Desktop that had reached end-of-life.

MRS Oil Nigeria Pic
8. Remote access provided to employees.
9. Loyalty Card System for MRS Stations.
Appointments and Promotions:

The Company is committed to attracting, recruiting and retaining skilled and experience

personnel into the organization for future growth and continuity of the Company's operations.

The Company will continue to identify and reward positive contributions by our employees who

excel in their various functional areas.

In 20U, the Company employed several new employees to strengthen its operations.
Staff Strength:

As at 31 December 2012, the Company's staff strength was 109. This number includes

expatriates and employees on secondment from MRS Holdings. One (1) employee was

promoted in the year under review.

Property; Plant and Equipment:
Information relating to changes in the Company's property, plant and equipment Is given in
Note 12 to the financial statements. In the Directors opinion, the market value of the
Company's properties is not less than the value shown in the financial statements during the
year.
IFHS Transition
In line with the IFRS transition roadmap released by the Financial Reporting Council of
Nigeria (FRC), MRS all Nigeria Pic is classified as a Listed and Significant Public Interest
Entity and has prepared these financial statements for the first time in accordance with
International Financial Reporting Standards (IFRS) . An explanation of how the transition
to IFRS has affected the reported financial position, financial performance and cash
flows of the Company is provided in Note 30.
Auditors:
Messers KPMG Professional Services was appointed External Auditors to the Company
have indicated their willingness to continue in office as Auditors in accordance with
Section 357(2) of the Companies and Allied Matters Act of Nigeria. A resolution for their
re-appointment as Auditors will be proposed at the Annual General Meeting of the
Company to be held on 14 August 2013.
By the Order 0 ~Board

Company Secret ry
I 5 n'1
0 ?--G 1.3
13

STATEMENT Of DIRECTORS' RESPONSIBILITIES IN RElATION TO THE FINANCIAL
STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2012
The directors accept responsibility for the preparation of the annual financial
statements set out on pages 16 and 70 that give a true and fair view in accordance with
the International Financial Reporting Standards (IFRS) and in the manner required by
the Companies and Allied Matters Act of Nigeria and the Financial Reporting Council of
Nigeria Act, 2011.
The directors further accept responsibility for maintaining adequate accounting records
as required by the Companies and Allied Matters Act of Nigeria and for such internal
control as the directors determine is necessary to enable the preparation of financial
statements that are free from material misstatements whether due to fraud or error.
The directors have made an assessment of the Company's ability to continue as a going
concern and have no reason to believe the Company will not remain a going concern in
the year ahead .
EBOARD OF DIRECTORS BY:
b '&1ssQ to~~.
Name
Date
14

KPMG Professional Services Telephone 234 (1) 271 8955
KPMG Tower
Bishop Aboyade Cole Street
Victoria Island
PMB 40014, Falonlo
Lagos
INDEPENDENT AUDITOR'S REPORT
To the Members of MRS Oil Nigeria Pic
Report on the Financial Statements
We have audited the accompanying financial
statements of MRS Oil Nigeria Pic ("the Company),
which comprise the statement of financial position as
at 31 December 2012 and the statement of
comprehensive income, statement of changes in
equity, and statement of cash flows for the year then
ended, and a summary of significant accounting
policies and other explanatory infonnation, as set out
on pages 17 to 70.
Directors' Responsibilityfor the Financial
Statements
The directors are responsible for the preparation of
financial statements that give a true and fair view in
accordance with International Financial Reporting
Standards and in the manner required by the
Companies and Allied Matters Act of Nigeria and
the Financial Reporting Council of Nigeria Act,
20 11, and for such internal control as the directors
determine is necessary to enable the preparation of
financial statements that are free from material
misstatement, whether due to fraud or error.
AIIditor's Respoftsibility
Our responsibility is to express an opinion on these

fi nancial statements based on our audit. We

conducted our audit in accordance with International

Standards on Auditing. Those standards require that

we comply with ethical requirements and plan and

perfolm the audit to obtain reasonable assurance

about whether the financial statements are free from

mat.erial misstatement.

An audit involves performing procedures to obtain
audit evidence about the amounts and disclosures in
thl: fmancial statements. The procedures selected
depend on the auditor's judgment, including the
assesu nent of the risks of material misstatement of
the financial statements, whether due to fraud or
error. In making those risk assessments, the auditor
considers internal control relevant to the entity's
,PMG Pro~e~Slanat $('!rvl(.tJ~. a PnW'le~lllp ~sla.b L'ihe<'j under
1>J'il6r.a I1M', Ii a rnflmbei Qr(PMG h'lllrMltioll8l Cooperative
('KPMG Intem;)tJol'la! ~ I . FI SWI:i J!1"1 tV- A.I ,rghri:io rese:rvf'd.
234 m271 8599
Fax 234 (1) 271 0540
Internet www.kprng com/ng
preparation and fair presentation of the financial
statements that give a true and fair view 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 include~ evaluating
the appropriatenc:.: of accounting polIcies used ano
the reasonableness of accounting estImates made by
the directors, as well as evaluating the overall
presentation of the fmancial 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, these financial statements give a tru
and fair view of the financial position of MRS Oil
Nigeria Pic ("the Company) as at 31 December 2012
and of the Company's financial p rformance and
cash flows for the year then ended in accordance
with Intemational Financial Reporting Standards and
in the manner required by the Companies and Allied
Matters Act of N igeria and the Financial Reporting
Council of Nigeria Act, 2011.
Report on Other Legal and Regulatory
Requirements
Compliance with the requirements of Schedule 6 of
the Companies and Allied Matters Act o(Nigeria
In our opinion, proper books of account have been
kept by the Company, so far as appears from our
examination of those books and the statement of
financial position and the statement of
comprehensive income are in agreement with the
books of account.
15 May 2013
Lagos, Nigeria
FRCI20/2IfC;! NIOOOOOO(l()442
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MRS Oil Nigeria PIc
Statement of financial position
Non-current assets
Property, planl and equipment
InLangible assets
Other receivables
Prepayments
Total non-current asset!i
Current assets
Inventories
Trade and other receivables
Prepayments
Cash and cash equivalents
Total current assets
Total assets
Equity
Share capital
Retained earnings
Total equity
Notes
12
13
14
15
14
16
17
18
31 DeC2.0~2
Rooo
2. ,013,568
140,560
7,507
236.673
22,398,308
4,331,733 8,294,190
18,406,207 32,207,135
158,738 78,150
10,300,702 8,421,512
33,197,380 49.000,987
55,595,688 72,700,238
126,994 126,994
18,927,016 18,861,691
19,054,OtO 18,988,685
31 Dec 2011
Wooo
23.172,968
162,641
247,557
116,085
23,699,251
1 Jan 2011
N'ooo
24 115.946
280,858
209,143
24,605,947
8,565,752
10,161,148
98,071
2,899.395
21.724.366
4 6,330 ,313
.126,994
18,512,872
18,639,866
Total equity and liabilities 55,595,688 72 ,700,.238 4 6,330,313
Approved by the Board of Directors on /5 fYl~ 2013 and signed on its behalfby:
r
) Alhaji Sayyu 1. Dantata (Chairman)
----------+-~~~+-.------------
Mr. Paul Bissohong (Managing Director (Ag.))
Mr. Andrew Guodume (Executive Director, Finance &
Administration)
The Dotes on pages 21 to 70 are an integral part of these financial statements.
7,281,809
630,699
528,543
17,384,934
517,347
1,347,115
20,408,638
27,690,447
Total non-current liabilities
Current liabilities
Security deposits 20
Dividend payable 21
Trade and other payables 22
Bank overdraft and short term borrowings 23
Tax payable 11
Total current liabilities
Total liabilities
6,457,01..1)
1,510,904
473.942
14,180,677
1 ,460,102
459,038
30,084,663
36.541,678
6.951,370
822,920
533,081
23,243,053
21,003,958
1,1 7,.171
46,760,183
53,711,553
Liabilities
Non-current liabilities
Employee benefit obligaLions 19 218,415 551,480 580,919
Deferred tax liabililY 11 6,238,600 6,399,890 6,700,89
16

17
MRS Oil Nigeria Plc
Statement of comprehensive income for the year ended 31 December
Notes 2012 2,011
N’000 N’000
Revenue 5 79,727,349 71,490,715
Cost of Sales 7
Gross Profit 5,711,862 6,822,742
Other income 6 923,383 933,073
Selling and distribution expenses 7
Administrative expenses 7
Results from operating activities 1,587,900 1,772,767
Finance income 149,051 157,537
Finance cost
Net finance costs 8
Profit before income tax 9 378,755 1,413,242
Income tax expense 11
Profit for the year 205,121 615,624
Other comprehensive income:
Actuarial gains on post-employment benefit obligation 19 5,321 57,289
Tax effect on other comprehensive income
Other comprehensive income, net of tax 3,725 40,102
Total comprehensive income for the year 208,846 655,726
Earnings per share (EPS)
Basic earnings per share (Naira) 10 0.81 2.42
The notes on pages 21 to 70 are an integral part of these financial statements.
(74,015,487)
(709,665)
(4,337,680)
(64,667,973)
(996,307)
(4,986,741)
(1,596) (17,187)
(1,358,196) (517,062)
(359,525)(1,209,145)
(173,634) (797,618)

18
MRS Oil Nigeria Plc
Statement of changes in equity
Share
capital
Retained
earnings
Total
equity
Notes
N’000 N’000 N’000
Balance at 1 January 2011 126,994 18,512,872 18,639,866
Comprehensive income for the year
Profit for the year - 615,624 615,624
Actuarial gains on post-employment benefit
obligation, net of tax - 40,102 40,102
Total comprehensive income for the year - 655,726 655,726
Transactions with owners recorded directly in
equity
Dividends 21 -
Unclaimed dividend written back 21 - 10,579 10,579
Total transactions with owners of the
Company -
Balance at 31 December 2011 126,994 18,861,691 18,988,685
N’000 N’000 N’000
Balance at 1 January 2012 17, 18 126,994 18,861,691 18,988,685
Comprehensive income for the year
Profit for the year - 205,121 205,121
Actuarial gains on post-employment benefit
obligation, net of tax - 3,725 3,725
Total comprehensive income for the year - 208,846 208,846
Transactions with owners recorded directly in
equity
Dividends 21 -
Unclaimed dividend written back 21 - 34,271 34,271
Total transactions with owners of the
Company -
Balance at 31 December 2012 126,994 18,927,016 19,054,010
(177,792)
(143,521)
(306,907)
(317,486) (317,486)
(306,907)
(177,792)
(143,521)

19
MRS Oil Nigeria Plc
Statement of cash flows for the year ended 31 December
Notes 2012 2011
N’000 N’000
Cash flows from operating activities:
Adjustments for :
Depreciation 12 1,476,481 1,330,289
Amortisation of intangible assets 13 31,301 3,189
Finance income 8
Finance cost 8 1,358,196 517,062
Loss on sale of property, plant and equipment 15,875 2,043
Provision for long-term service award 10,167 8,938
Curtailment gains on long-term service award 19(b) -
Provision for gratuity 97,152 86,720
Curtailment gains of gratuity provision 19(a) -
Tax expense 11(a) 173,634 797,618
3,050,576 3,203,946
Changes in:
- trade and other receivables 13,841,961
- inventories 3,962,457 271,562
- security deposits 687,984 192,221
- trade and other payables 5,887,482
Cash generated from operating activities 11,661,940 5,241,895
Income taxes paid 11(d)
Witholding tax credit notes utilised 11(d)
Long-term service award paid 19(b)
Gratuity paid 19(a)
Value added tax paid

Net cash from operating activities 10,277,414 3,660,015
Cash flows from investing activities:
Proceeds from sale of property, plant and equipment 6,668 8,298
Purchase of property, plant and equipment 12(a)
Purchase of intangible assets 13
Interest received 146,892 137,894
Net cash used in investing activities
Cash flows from financing activities:
Net repayment on short term borrowings 2,388,934
Dividends paid 21(b)
Interest paid
Net cash (used in)/ generated from financing activities 1,793,873
Net change in cash and cash equivalents 1,468,267 5,036,598
Cash and cash equivalents as at 1 January 7,418,646 2,382,048
Cash and cash equivalents as at 31 December 16 8,886,913 7,418,646
(9,881,038)
(149,051)
(28,112)
(140,188)
(157,537)
(4,313,316)
(976,442)
(58,211)
(909)
(271,175)
(77,789)
(1,295,850)
(9,900)
(4,215)
(120,882)
(151,033)
(8,613,863)
(397,652)
(165,830)
(339,624)
(9,220)
(195,284) (417,290)
(7,954,779)
(202,660)
(456,424)
(302,369)
(292,692)

20
MRS Oil Nigeria Plc
Notes to the financial statements for the year ended 31 December 2012
Page
Notes
1 Reporting entity 21
2 Basis of preparation 21
3 Significant accounting policies 22
4 Determination of fair values 33
5 Revenue 34
6 Other Income 34
7 Expenses by nature 34
8 Finance income and costs 35
9 Profit before taxation 35
10 Earnings per share (EPS) 37
11 Taxation 37
12 Property, plant and equipment 40
13 Intangible assets 41
14 Trade and other receivables 42
15 Inventories 42
16 Cash and cash equivalents 43
17 Share capital 43
18 Retained earnings 43
19 Employee benefit obligations 44
20 Security deposits 47
21 Dividends 47
22 Trade and other payables 47
23 Bank overdraft and other short term borrowings 48
24 Financial instruments 48
25 Related party transactions 55
26 Segment reporting 56
27 Contingencies 57
28 Operating leases 58
29 Subsequent events 58
30 Explanation of the transition to IFRSs 59

21
MRS Oil Nigeria Plc
Notes to the financial statements
1. Reporting entity
2 Basis of preparation
(a) Statement of compliance
(b) Basis of measurement
(c) Functional and presentation currency
The Company was incorporated as Texaco Nigeria Limited (a privately owned Company) on 12
August 1969 and was converted to a Public Limited Liability company quoted on the Nigerian Stock
Exchange in 1978, as a result of the 1977 Nigerian Enterprises Promotions Decree. The Company is
domiciled in Nigeria and its shares are listed at the Nigerian Stock Exchange (NSE). The Company’s
name was changed to Texaco Nigeria Plc. in 1990 and again on 1 September 2006 to Chevron Oil
Nigeria Plc.
On the 20th of March, 2009 there was an acquisition of Chevron Africa Holdings Limited, (a
Bermudian Company) by Corlay Global SA of Moffson Building, East 54th Street, Panama, Republic
of Panama. By virtue of this foreign transaction, M.R.S. Africa Holdings Limited gained control of all
assets of Chevron Nigeria Holdings Limited, Bermuda.
The new management of the Company announced a change of name of the Company from Chevron
Oil Nigeria Plc to MRS Oil Nigeria Plc (“MRS”) effective 2nd of December, 2009 following the
ratification of the name change of the Company at the 40th Annual General Meeting of the Company
on September 29, 2009.
8, Macarthy Street
Onikan
Lagos
Nigeria
The Company is domiciled in Nigeria and has its registered office address at:
The Company is principally engaged in the business of marketing and distribution of refined
petroleum products, blending of lubricants and manufacturing of greases.
The financial statements have been prepared in accordance with International Financial Reporting
Standards (IFRS). These are the Company’s first set of financial statements prepared in accordance
with IFRS and IFRS 1 First-time Adoption of International Financial Reporting Standards has been
applied.
An explanation of how the transition to IFRS has affected the reported financial position, financial
performance and cash flows of the Company is provided in Note 30.
The financial statements were authorised for issue by the Board of Directors on __________
The financial statements have been prepared on the historical cost basis except for defined benefit
obligations.
The methods used to measure fair values are discussed further in Note 4.
These financial statements are presented in Nigerian naira, which is the Company’s functional
currency. All financial information presented in naira have been rounded to the nearest thousand
unless stated otherwise.

22
MRS Oil Nigeria Plc
(d) Use of estimates and judgements
3 Significant accounting policies
(a) Foreign currency transactions
(b) Financial instruments
i. Non-derivative financial assets
The Company initially recognizes loans and receivables on the date that they are originated. All other
financial assets (including assets designated at fair value through profit or loss) are recognized
initially on the trade date at which the Company becomes a party to the contractual provisions of the
instrument.
The accounting policies set out below have been applied consistently to all periods presented in these
financial statements and in preparing the opening IFRS statement of financial position at 1 January
2011 for the purposes of the transition to IFRS, unless otherwise indicated.
Transactions denominated in foreign currencies are translated and recorded in Nigerian Naira at the
actual exchange rates as of the date of the transaction. Monetary assets and liabilities denominated in
foreign currencies at the reporting date are retranslated at the rates of exchange prevailing at that
date. The foreign currency gain or loss on monetary items is the difference between amortised cost in
the functional currency at the beginning of the period, adjusted for effective interest and payments
during the period, and the amortised cost in foreign currency translated at the exchange rate at the
end of the reporting period. Non-monetary assets and liabilities denominated in foreign currencies
that are measured at fair value are retranslated to the functional currency at the exchange rate at the
date that the fair value was determined.
Foreign currency differences arising on retranslation are recognized in profit or loss, except for
qualifying cash flow hedges, which are recognized in other comprehensive income. Non-monetary
items that are measured in terms of historical cost in a foreign currency are translated using the
exchange rate at the date of the transaction.
The preparation of the financial statements in conformity with IFRS 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.
Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting
estimates are recognized in the period in which the estimates are revised and in any future periods
affected.
In particular, information about assumptions and estimation uncertainties and critical judgements in
applying accounting policies that have the most significant effect on the amounts recognised in the
financial statements are described in the following notes:
Note 19 – Employee benefit obligations
Note 24 – Financial instruments
Note 27 – Contingencies
Information about assumptions and estimation uncertainties that have a significant risk of resulting
in a material adjustment within the next financial year are included in Note 12 and relates to key
assumptions used in discounted cash flow projections to assess the impairment of Property, plant and
equipment.

23
MRS Oil Nigeria Plc
Cash and cash equivalents
Financial assets at fair value through profit or loss
Loans and receivables
ii Non-derivative financial liabilities
The Company derecognizes a financial asset when the contractual rights to the cash flows from the
asset expire, or it transfers the rights to receive the contractual cash flows on the financial asset in a
transaction in which substantially all the risks and rewards of ownership of the financial asset are
transferred. Any interest in transferred financial assets that is created or retained by the Company is
recognized as a separate asset or liability.
Financial assets and liabilities are offset and the net amount presented in the statement of financial
position when, and only when, the Company has a legal right to offset the amounts and intends either
to settle on a net basis or to realize the asset and settle the liability simultaneously.
The Company has the following non-derivative financial assets: financial assets at fair value through
profit or loss, loans and receivables.
Cash and cash equivalents comprise cash on hand; cash balances with banks and call deposits with
original maturities of three months or less. Bank overdrafts that are repayable on demand and form
an integral part of the Company’s cash management are included as a component of cash and cash
equivalents for the purpose of statement of cash flows.
A financial asset is classified at fair value through profit or loss if it is classified as held for trading or
is designated as such upon initial recognition. Financial assets are designated at fair value through
profit or loss if the Company manages such investments and makes purchase and sale decisions based
on their fair value in accordance with the Company’s documented risk management or investment
strategy. Upon initial recognition attributable transaction costs are recognized in profit or loss as
incurred. Financial assets at fair value through profit or loss are measured at fair value, and changes
therein are recognized in profit or loss.
Loans and receivables are financial assets with fixed or determinable payments that are not quoted in
an active market. Such assets are recognized initially at fair value plus any directly attributable
transaction costs. Subsequent to initial recognition loans and receivables are measured at amortised
cost using the effective interest method, less any impairment losses. Loans and receivables comprise
trade and other receivables.
All financial liabilities (including liabilities designated at fair value through profit or loss) are
recognized initially on the trade date at which the Company becomes a party to the contractual
provisions of the instrument.
The Company derecognizes a financial liability when its contractual obligations are discharged or
cancelled or expire.
Financial assets and liabilities are offset and the net amount presented in the statement of financial
position when, and only when, the Company has a legal right to offset the amounts and intends either
to settle on a net basis or to realize the asset and settle the liability simultaneously.
The Company has the following non-derivative financial liabilities: loans and borrowings, trade and
other payables.

24
MRS Oil Nigeria Plc
iii Share capital
(c) Property, plant and equipment
i Recognition and measurement
ii Subsequent costs
iii Depreciation
Such financial liabilities are recognized initially at fair value plus any directly attributable transaction
costs. Subsequent to initial recognition these financial liabilities are measured at amortised cost using
the effective interest method.
The Company has only one class of shares, ordinary shares. Ordinary shares are classified as equity.
Incremental costs directly attributable to the issue of ordinary shares are recognized as a deduction
from equity, net of any tax effects.
Depreciation is calculated over the depreciable amount, which is the cost of an asset, or other amount
substituted for cost, less its residual value.
The cost of replacing a part of an item of property, plant and equipment is recognized in the carrying
amount of the item if it is probable that the future economic benefits embodied within the part will
flow to the Company and its cost can be measured reliably. The carrying amount of the replaced part
is derecognized. The costs of the day-to-day servicing of property, plant and equipment are recognized
in profit or loss as incurred.
Items of property, plant and equipment are measured at cost or deemed cost less accumulated
depreciation and accumulated impairment losses. The Company elected to apply the optional
exemption to recognize cost of certain items of property, plant and equipment by reference to the
previous (Nigerian) GAAP revaluation and others using the fair value option as deemed cost at 1
January 2011, the date of transition to IFRS.
Cost includes expenditure that is directly attributable to the acquisition of the asset. Property, plant
and equipment under construction are disclosed as capital work-in-progress. The cost of self-
constructed asset includes the cost of materials and direct labour, any other costs directly attributable
to bringing the assets to a working condition for their intended use including, where applicable, the
costs of dismantling and removing the items and restoring the site on which they are located and
borrowing costs on qualifying assets.
Purchased software that is integral to the functionality of the related equipment is capitalized as part
of the equipment.
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 recognized net within other income in profit or loss.

25
MRS Oil Nigeria Plc
The estimated useful lives for the current and comparative periods are as follows:
- Land and Buildings
- Leasehold Land Lease period
- Buildings 10 to 25 years
- Plant and Machinery 10 to 20 years
- Furniture and Fittings 5 years
- Automotive equipment 4 years
- Computer and office equipment 3 years
(d) Intangible assets
Subsequent expenditure
Amortisation of intangible assets
(e) Leases
Leased assets
The Company’s intangible assets with finite useful lives comprise acquired software.
Subsequent expenditure is capitalized only when it increases the future economic benefits embodied
in the specific intangible asset to which it relates. All other expenditure is recognized in profit or loss
as incurred.
Amortisation is calculated over the cost of the asset, or other amount substituted for cost, less its
residual value. Amortisation is recognized in profit or loss on a straight-line basis over the estimated
useful lives of intangible assets from the date that they are available for use, since this most closely
reflects the expected pattern of consumption of the future economic benefits embodied in the asset.
The estimated useful life for the current period for the acquired computer software is 3 years.
Leases in terms of which the Company assumes substantially all the risks and rewards of ownership
are classified as finance leases. Upon initial recognition the leased asset is measured at an amount
equal to the lower of its fair value and the present value of the minimum lease payments. Subsequent
to initial recognition, the asset is accounted for in accordance with the accounting policy applicable to
that asset.
Intangible assets that are acquired by the Company and have finite useful lives are measured at cost
less accumulated amortisation and accumulated impairment losses.
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.
Depreciation methods, useful lives and residual values are reviewed at each financial year end and
adjusted if appropriate.
Depreciation is recognized in profit or loss on a straight-line basis over the estimated useful lives of
each part of an item of property, plant and equipment which reflects the expected pattern of
consumption of the future economic benefits 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
Company will obtain ownership by the end of the lease term in which case the assets are depreciated
over the useful life.

26
MRS Oil Nigeria Plc
Lease payments
Determining whether an arrangement contains a lease
·
·
(f) Inventories
The basis of costing inventories are as follows:
Cost Basis
Weighted Average Cost of costs
incurred (for deregulated
products) and reduced value of
subsidies due for deregulated
products.
First in , First Out
Purchase cost incurred to date
Net realizable value is the estimated selling price in the ordinary course of business, less the estimated
costs of completion and selling expenses. Inventory values are adjusted for obsolete, slow-moving or
defective items.
At inception or on reassessment of the arrangement, the Company separates payments and other
consideration required by such an arrangement into those for the lease and those for other elements
on the basis of their relative fair values. If the Company concludes for a finance lease that it is
impracticable to separate the payments reliably, then an asset and a liability are recognised at an
amount equal to the fair value of the underlying asset. Subsequently the liability is reduced as
payments are made and an imputed finance cost on the liability is recognised using the Company’s
incremental borrowing rate.
Inventories are measured at the lower of cost and net realizable value. The cost of inventories includes
expenditure incurred in acquiring the inventories, production or conversion costs and other costs
incurred in bringing them to their existing location and condition. In the case of manufactured/
blended inventories and work in progress, cost includes an appropriate share of production overheads
based on normal operating capacity.
Other leases are operating leases and the leased assets are not recognized in the Company’s statement
of financial position.
Payments made under operating leases are recognised in profit or loss on a straight-line basis over the
term of the lease. Lease incentives received are recognised as an integral part of the total lease
expense, over the term of the lease.
Minimum lease payments made under finance leases are apportioned between the finance expense
and the reduction of the outstanding liability. The finance expense is allocated to each period during
the lease term so as to produce a constant periodic rate of interest on the remaining balance of the
liability.
At inception of an arrangement, the Company determines whether such an arrangement is or contains
a lease. This will be the case if the following two criteria are met:
the fulfilment of the arrangement is dependent on the use of a specific asset or assets; and
the arrangement contains a right to use the asset(s).
Inventory-in-transit
Product Type
White Petroleum Products ( AGO, ATK,
PMS , DPK)
Packaging Materials , Lubricants and
Greases

27
MRS Oil Nigeria Plc
(g) Impairment
i Non-derivative financial assets (including receivables)
ii Non-financial assets
The carrying amounts of the Company’s non-financial assets, other than inventories are reviewed at
each reporting date to determine whether there is any indication of impairment. If any such
indication exists, then the asset’s recoverable amount is estimated.
The recoverable amount of an asset or cash-generating unit is the greater of its value in use and its fair
value less costs to sell. In assessing value in use, the estimated future cash flows are discounted to
their present value using a pre-tax discount rate that reflects current market assessments of the time
value of money and the risks specific to the asset. For the purpose of impairment testing, assets that
cannot be tested individually are grouped together into the smallest group of assets that generates
cash inflows from continuing use that are largely independent of the cash inflows of other assets or
groups of assets (the “cash-generating unit, or CGU”).
The Company’s corporate assets do not generate separate cash inflows. If there is an indication that a
corporate asset may be impaired, then the recoverable amount is determined for the CGU to which
the corporate asset belongs.
A financial asset not carried at fair value through profit or loss, including an equity accounted
investee, is assessed at each reporting date to determine whether there is objective evidence that it is
impaired. A financial asset is impaired if objective evidence indicates that a loss event has occurred
after the initial recognition of the asset, and that the loss event had a negative effect on the estimated
future cash flows of that asset that can be reliably estimated.
Objective evidence that financial assets (including equity securities) are impaired can include default
or delinquency by a debtor, restructuring of an amount due to the Company on terms that the
Company would not consider otherwise, indications that a debtor or issuer will enter bankruptcy, or
the disappearance of an active market for a security. In addition, for an investment in an equity
security, a significant or prolonged decline in its fair value below its cost is objective evidence of
impairment.
The Company considers evidence of impairment for receivables at both a specific asset and collective
level. All individually significant receivables are assessed for specific impairment. All individually
significant receivables found not to be specifically impaired are then collectively assessed for any
impairment that has been incurred but not yet identified. Receivables that are not individually
significant are collectively assessed for impairment by grouping together receivables with similar risk
characteristics.
In assessing collective impairment the Company uses historical trends of the probability of default,
timing of recoveries and the amount of loss incurred, adjusted for management’s judgement as to
whether current economic and credit conditions are such that the actual losses are likely to be greater
or less than suggested by historical trends.
An impairment loss in respect of a financial asset measured at amortised cost is calculated as the
difference between its carrying amount and the present value of the estimated future cash flows
discounted at the asset’s original effective interest rate. Losses are recognized in profit or loss and
reflected in an allowance account against receivables. Interest on the impaired asset where applicable
continues to be recognized through the unwinding of the discount. When a subsequent event causes
the amount of impairment loss to decrease, the decrease in impairment loss is reversed through profit
or loss.

28
MRS Oil Nigeria Plc
(h) Employee benefits
i Defined contribution plan
ii Defined benefit plan
An impairment loss is recognized if the carrying amount of an asset or its CGU exceeds its estimated
recoverable amount. Impairment losses are recognized in profit or loss. Impairment losses recognized
in respect of CGUs are allocated first to reduce the carrying amount of any goodwill allocated to the
units, and then to reduce the carrying amounts of the other assets in the unit (group of units) on a pro
rata basis.
Impairment losses recognized in prior periods are assessed at each reporting date for any indications
that the loss has decreased or no longer exists. An impairment loss is reversed if there has been a
change in the estimates used to determine the recoverable amount. An impairment loss is reversed
only to the extent that the asset’s carrying amount does not exceed the carrying amount that would
have been determined, net of depreciation or amortisation, if no impairment loss had been
recognized.
A defined contribution plan is a post-employment benefit plan (pension fund) under which the
Company pays fixed contributions into a separate entity. The Company has no legal or constructive
obligations to pay further contributions if the fund does not hold sufficient assets to pay all employees
the benefits relating to employee service in the current and prior periods.
In line with the provisions of the Pension Reform Act 2004, the Company has instituted a defined
contribution pension scheme for its permanent staff. Staff contributions to the scheme are funded
through payroll deductions while the Company’s contribution is recognised in profit or loss as
employee benefit expense in the periods during which services are rendered by employees. Employees
contribute 3 % each of their Basic salary, Transport and Housing Allowances to the Fund on a
monthly basis. The Company’s contribution is 12 % of each employee’s Basic salary, Transport and
Housing Allowances.
The Company currently operates one gratuity scheme which is a defined benefit scheme for certain
employees.
The Company’s net obligation in respect of defined benefit scheme is calculated by estimating the
amount of future benefit that employees have earned in return for their service in the current and
prior periods and that benefit is discounted to determine its present value. In determining the liability
for employee benefits under the defined benefit scheme, consideration is given to future increases in
salary rates and the Company's experience with staff turnover.
The recognised liability is determined by an independent actuarial valuation every year using the
projected unit credit method. HR Nigeria Limited was engaged as the independent actuary in the
current and prior years. Actuarial gains and losses arising from differences between the actual and
expected outcome in the valuation of the obligation are recognised fully in Other Comprehensive
Income. The effect of any curtailment is recognised in full in the profit or loss immediately the
curtailment occurs. The discount rate is the yield on Federal Government of Nigeria issued bonds that
have maturity dates approximating the terms of the Company’s obligation. Although the scheme is
not funded, the Company ensures that adequate arrangements are in place to meet its obligations
under the scheme.

29
MRS Oil Nigeria Plc
iii Other long-term employee benefits
iv Termination benefits
v Short-term employee benefits
(i)
A provision for onerous contracts is recognized when the expected benefits to be derived by the
Company from a contract are lower than the unavoidable cost of meeting its obligations under the
contract. The provision is measured at the present value of the lower of the expected cost of
terminating the contract and the expected net cost of continuing with the contract. Before a provision
is established, the Group recognizes any impairment loss on the assets associated with that contract.
Provisions and contingent liabilities
Provisions
A provision for restructuring is recognised when the Company has approved a detailed and formal
restructuring plan, and the restructuring either has commenced or has been announced publicly.
Future operating losses are not provided for.
A provision is recognized if, as a result of a past event, the Company has a present legal or
constructive obligation that can be estimated reliably, and it is probable that an outflow of economic
benefits will be required to settle the obligation. Provisions are determined by discounting the
expected future cash flows at a pre-tax rate that reflects current market assessments of the time value
of money and the risks specific to the liability. The unwinding of the discount is recognized as finance
cost.
A liability is recognized for the amount expected to be paid under short-term cash bonuses if the
Company has a present legal or constructive obligation to pay this amount as a result of past service
provided by the employee, and the obligation can be estimated reliably.
The Company’s other long-term employee benefits represents Long Service Awards scheme instituted
for all permanent employees. The Company’s obligations in respect of these schemes are the amount
of future benefits that employees have earned in return for their service in the current and prior
periods. The benefit is discounted to determine its present value. The discount rate is the yield at the
reporting date on Federal Government of Nigeria issued bonds that have maturity dates
approximating the term of the Company’s obligation. The calculation is performed using the Projected
Unit Credit method. Any actuarial gains and losses are recognised in profit or loss in the period which
they arise.
Termination benefits are recognized as an expense when the Company is committed demonstrably,
without realistic possibility of withdrawal, to a formal detailed plan to either terminate employment
before the normal retirement date, or to provide termination benefits as a result of an offer made to
encourage voluntary redundancy. Termination benefits for voluntary redundancies are recognized as
an expense if the Company has made an offer of voluntary redundancy, it is probable that the offer
will be accepted, and the number of acceptances can be estimated reliably. If benefits are payable
more than 12 months after the reporting period, then they are discounted to their present value.
Short-term employee benefit obligations are measured on an undiscounted basis and are expensed as
the related service is provided.

30
MRS Oil Nigeria Plc
(j)
(k)
(l)
Revenue
If the likelihood of an outflow of resources is remote, the possible obligation is neither a provision nor
a contingent liability and no disclosure is made.
Contingent liabilities are only disclosed and not recognised as liabilities in the statement of financial
position.
A contingent liability is a possible obligation that arises from past events and whose existence will be
confirmed only by the occurrence or non-occurrence of one or more uncertain future events not
wholly within the control of the company, or a present obligation that arises from past events but is
not recognised because it is not probable that an outflow of resources embodying economic benefits
will be required to settle the obligation; or the amount of the obligation cannot be measured with
sufficient reliability.
Contingent liabilities
Finance income and finance costs
Rental income is recognized in profit or loss on a straight-line basis over the term of the lease. Lease
incentives granted are recognized as an integral part of the total rental income, over the term of the
lease. Rental income is recognized as other income.
Rental income
If it is probable that discounts will be granted and the amount can be measured reliably, then the
discount is recognised as a reduction of revenue as the sales are recognised.
Revenue from the sale of goods in the course of ordinary activities is measured at the fair value of the
consideration received or receivable, net of value added tax, sales returns, trade discounts and volume
rebates. Revenue for regulated products equates the amounts that accrue to the Company directly net
of amounts the Company collects from regulators on behalf of third parties i.e. dealer commissions
and transport costs. Revenue is recognized when persuasive evidence exists that the significant risks
and rewards of ownership have been transferred to the buyer, recovery of the consideration is
probable and there is no continuing management involvement with the goods and the amount of
revenue can be measured reliably.
Finance costs comprise interest expense on borrowings, bank charges, unwinding of the discount on
provisions and impairment losses recognized on financial assets except finance costs that are directly
attributable to the acquisition, construction or production of a qualifying asset which are capitalised
as part of the related assets, are recognized in profit or loss using the effective interest method.
Finance income comprises interest income on funds invested and changes in the fair value of financial
assets at fair value through profit or loss.. Finance income is recognized as it accrues in profit or loss,
using the effective interest method.
Foreign currency gains and losses are reported on a net basis.

31
MRS Oil Nigeria Plc
(m) Income and deferred tax
(n) Earnings per share (EPS)
(o) Segment reporting
An operating segment is a component of the Company that engages in business activities from which
it may earn revenues and incur expenses. All operating segments’ operating results are reviewed
regularly by the Board of Directors to make decisions about resources to be allocated to the segment
and assess its performance, and for which discrete financial information is available.
Segment results that are reported to the Board of Directors include items directly attributable to a
segment as well as those that can be allocated on a reasonable basis.
Deferred tax is recognized in respect of temporary differences between the carrying amounts of assets
and liabilities for financial reporting purposes and the amounts used for taxation purposes. Deferred
tax is not recognized for the initial recognition of assets or liabilities in a transaction that is not a
business combination and that affects neither accounting nor taxable profit or loss.
The Company presents basic and diluted earnings per share (EPS) data for its ordinary shares. Basic
EPS is calculated by dividing the profit or loss attributable to ordinary shareholders of the Company
by the weighted average number of ordinary shares outstanding during the period, adjusted for own
shares held. Diluted EPS is determined by adjusting the profit or loss attributable to ordinary
shareholders and the weighted average number of ordinary shares outstanding, adjusted for own
shares held, for the effects of all dilutive potential ordinary shares.
Income tax expense comprises current and deferred tax. Current tax and deferred tax are recognized
in profit or loss except to the extent that it relates to a business combination, or items recognized
directly in equity or in other comprehensive income.
Current tax is the expected tax payable or receivable on the taxable income or loss for the year, using
tax rates statutorily enacted at the reporting date, and any adjustment to tax payable in respect of
previous years.
Deferred tax is recognised in profit or loss account except to the extent that it relates to a transaction
that is recognised directly in equity. A deferred tax asset is recognised only to the extent that it is
probable that future taxable profits will be available against which the amount will be utilised.
Deferred tax assets are reduced to the extent that it is no longer probable that the related tax benefit
will be realised.
Deferred tax is measured at the tax rates that are expected to be applied to temporary differences
when they reverse, based on the laws that have been enacted or substantively enacted by the reporting
date. Deferred tax assets and liabilities are offset if there is a legally enforceable right to offset current
tax liabilities and assets, and they relate to income taxes levied by the same tax authority on the same
taxable entity, or on different tax entities, but they intend to settle current tax liabilities and assets on
a net basis or their tax assets and liabilities will be realized simultaneously.

32
MRS Oil Nigeria Plc
(p) Loans and borrowings
(q) Statement of cash flows
(r) Government Grants
(s) Jointly Controlled Assets
(t) New standards and interpretations not yet adopted
Loans and borrowings are recognised initially at fair value, net of transaction costs incurred. Loans
and borrowings are subsequently stated at amortised cost; any difference between the proceeds (net
of transaction costs) and the redemption value is recognised in profit or loss over the period of the
borrowings using the effective interest method.
Loans and borrowings, for which the Company has an unconditional right to defer settlement of the
liability for at least 12 months after the statement of financial position date, are classified as non-
current liabilities.
The statement of cash flows is prepared using the indirect method. Changes in statement of financial
position items that have not resulted in cash flows such as translation differences, fair value changes,
equity-settled share-based payments and other non-cash items, have been eliminated for the purpose
of preparing the statement. Dividends paid to ordinary shareholders are included in financing
activities. Finance costs paid is also included in financing activities while finance income is included
in investing activities.
Petroleum Products Pricing Regulatory Agency (PPPRA) subsidies which compensate the Company
for losses made on importation of certain refined petroleum products are recognised when there is
reasonable assurance that they will be recovered and the Company has complied with the conditions
attached to receiving the subsidy. The subsidies are recognised as a reduction to the landing cost of
the subsidised petroleum product.
Jointly controlled assets refers to the Company’s interests in joint aviation facilities held with other
parties. These financial Statements include the Company’s share of these jointly controlled assets and
a proportionate share of the relevant revenue and related operating costs.
A number of new standards, amendments to standards and interpretations are effective for annual
periods beginning after 1 January 2013, and have not been applied in preparing these financial
statements. Those which may be relevant to the Company are IFRS 11 Joint Arrangement , IFRS 13
Fair Value Measurement and IFRS 9 Financial Instruments , which is expected to impact the
classification and measurement of financial assets. These standards will become mandatory for the
Company’s 2013 financial statements except for IFRS 9 which is mandatory for the 2015 financial
statements. The extent of the impact has not been determined and the Company does not plan to
adopt these standards early.

33
MRS Oil Nigeria Plc
4 Determination of fair values
(i) Trade and other receivables
(ii) Non-derivative financial instruments
The fair value of trade and other receivables is estimated as the present value of future cash flows,
discounted at the market rate of interest at the reporting date. This fair value is determined for
disclosure purposes. For short term trade receivables, no disclosure of fair value is presented when
the carrying amount is a reasonable approximation of fair value.
A number of the Company’s accounting policies and disclosures require the determination of fair
value, for both financial and non-financial assets and liabilities. Fair values have been determined for
measurement and/or disclosure purposes based on the following methods. When applicable, further
information about the assumptions made in determining fair values is disclosed in the notes specific
to that asset or liability.
Fair value, which is determined for disclosure purposes, is calculated based on the present value of
future principal and interest cash flows, discounted at the market rate of interest at the reporting
date.

34
MRS Oil Nigeria Plc
5 Revenue
2012 2011
N’000 N’000
Premium Motor Spirit (PMS) 58,922,799 49,150,651
Aviation Turbine Kerosene (ATK) 10,120,921 9,933,242
Automotive Gas Oil (AGO) 6,281,355 7,278,709
Lubricants and greases 2,459,812 2,593,049
Dual Purpose Kerosene (DPK) 1,713,289 2,535,064
Low Pour Fuel Oil (LPFO) 229,173 -
79,727,349 71,490,715
6 Other income
2012 2011
N’000 N’000
Rental and lease income (Note 6 (a)) 136,591 100,635
Loss on disposal of property, plant & equipment
Sundry income 377,258 81,487
Income on storage services 425,409 752,994
Total 923,383 933,073
(a)
7 Expenses by nature
2012 2011
N’000 N’000
Depreciation 1,476,481 1,330,289
Amortisation of intangible assets 31,301 3,189
Change in inventories of lubes, greases and white products 73,231,224 64,082,703
Rental of service stations, buildings and equipment 220,767 225,581
Advertising expense 10,361 12,749
Consultancy expense 158,602 109,567
Maintenance expense 260,770 244,972
Throughput expense 874,853 791,940
Freight expense 463,826 537,780
Impairment of deferred intercompany charges 18,207 -
Management fees ( Note 25 (a)) 531,628 704,150
Director's renumeration 17,034 16,076
Employee benefit expense (Note 9 (b)) 812,667 1,525,011
Auditor's renumeration 24,914 17,114
Write-off (write-on) of trade and other receivables 40,665
Local and international travel 122,616 134,435
Office expenses and supplies 257,531 357,395
Communication and postage 171,951 96,945
Meeting expenses 45,567 12,191
Other expenses 291,867 455,438
79,062,832 70,651,021
(15,875) (2,043)
(6,504)
Rental and lease income relates to income earned on assets that are on lease (finance and operating leases) to third
parties. Assets on lease include filling stations and related equipment (generators and dispenser pumps).
Total cost of sales, selling and distribution expenses and
administrative expenses

35
MRS Oil Nigeria Plc
8 Finance income and finance costs
2012 2011
N’000 N’000
Finance income
Interest income on short-term bank deposits 147,721 135,211
Interest on employee receivables - 17,898
1,330 4,428
Total finance income 149,051 157,537
Finance cost
– Interest expense 249,756 269,728
– Bank charges 252,079 68,375
– Net foreign exchange loss 856,361 178,959
Total finance costs 1,358,196 517,062
Net finance costs 1,209,145 359,525
9 Profit before income tax
(a) Profit before income tax is stated after charging:
2012 2011
N’000 N’000
Depreciation (Note 12) 1,476,481 1,330,289
Amortisation of intangible assets (Note 13) 31,301 3,189
Management fees (Note 25 (b)) 531,628 704,150
Director's renumeration (Note 9 ( b) (iv)) 17,034 16,076
Employee benefit expense (Note 9 (b) (i)) 812,667 1,525,011
Auditor's renumeration 24,914 17,114
Loss on disposal of property, plant and equipment 15,875 2,043
Foreign currency exchange loss 856,361 178,959
(b) Directors and employees
i Employee costs during the year comprise:
2012 2011
N’000 N’000
Salaries and wages 581,257 1,225,372
Other employee benefits 54,351 648
Termination benefits - 86,309
Employer's pension contribution 64,442 117,024
Post employment benefit charge (Note 19) 102,473 86,720
Other long term employee benefit charge (Note 19) 10,144 8,938
812,667 1,525,011
ii
2012 2011
Administration 23 49
Technical and production 19 37
Operation and distribution 35 43
Sales and marketing 32 74
109 203
Interest income on loans (dealer and staff loans)
Number
The average number of full-time persons employed during the year (other than executive directors) was as follows:

36
MRS Oil Nigeria Plc
iii
2012 2011
1,000,001 2,000,000 - 6
2,000,001 3,000,000 1 8
3,000,001 4,000,000 19 73
4,000,001 5,000,000 50 46
5,000,001 6,000,000 10 32
6,000,001 7,000,000 10 19
7,000,001 8,000,000 12 9
8,000,001 9,000,000 2 2
9,000,001 10,000,000 1 3
Above 10,000,000 4 5
109 203
iv
2012 2011
N’000 N’000
Fees 1,500 2,500
Other emoluments 15,534 13,576
17,034 16,076
The directors' remuneration shown above includes:
Chairman
- -
Highest paid director 4,747 5,880
2012 2011
Nil 4 3
1,000,001 2,000,000 - 1
2,000,001 3,000,000 - -
3,000,001 4,000,000 - 1
4,000,001 5,000,000 2 -
5,000,001 6,000,000 - 2
Other directors received emoluments in the following ranges:
Higher-paid employees of the Company, other than directors, whose duties were wholly or mainly discharged in
Nigeria, received remuneration in excess of N1,000,000 (excluding pension contributions) in the following ranges:
Number
Directors's remuneration (including pension contributions) for directors of the Company charged to the profit and
loss account are as follows:
Number

37
MRS Oil Nigeria Plc
10 Earnings per share (EPS)
(a) Basic
2012 2011
205,121,000 615,624,000
Weighted average number of ordinary shares in issue
253,988,672 253,988,672
Basic earnings per share (expressed in Naira per share) 0.81 2.42
(b) Dividend declared per share
11 Taxation
(a) Income tax expense
2012 2011
N’000 N’000
Current tax expense:
Income tax 353,460 998,026
Tertiary education tax 31,107 76,328
Capital gains tax - 733
Prior year (over)/underprovision (48,047) 191,854
336,520 1,266,941
Deferred tax expense:
Origination and reversal of temporary differences
Tax expense from continuing operations 173,634 797,618
(b) Tax recognized in other comprehensive income:
(469,323)
(469,323)(162,886)
(162,886)
Basic earnings per share of N0.81 (2011: N0.11) is based on profit attributable to ordinary shareholders of
N205,121,000 (2011: N27,110,000), and on the 253,988,672 ordinary shares of 50 kobo each, being the weighted
average number of ordinary shares in issue during the year (2011: 253,988,672).
Profit for the year attributable to shareholders (expressed in Naira)
Tax of N1.6 million was recognised in other comprehensive income on actuarial gains recorded in the
year (2011: N17.2 million).
The tax change for the year has been computed after adjusting for certain items of expenditure and income, which
are not deductible or chargeable for tax purposes, and comprises:
Prior year over-provision of N48.05 million is as a result of tax benefit on prior year adjustments
recorded (see Note 30). The over-provision of N119.19 million is as a result of adjustments to tax
payable for the 2010 financial year.
Dividend declared per share of 70 kobo (2011: 125 kobo) is based on total declared dividend of N177.79 million
(2011: N317.49 million) on 253,988,672 ordinary shares of 50 kobo each, being the ordinary shares in issue during
the year (2011: 253,988,672).

38
MRS Oil Nigeria Plc
(c ) Reconciliation of effective tax rates
The tax on the company's profit before tax differs from the theoretical amount as follows:
% %
Profit before income tax 378,755 1,413,242
Income tax using the
statutory tax rate 30% 113,627 30% 423,973
Effect of:
Impact of capital gains tax 0% - 0% 733
Impact of tertiary education
tax 8% 31,107 5% 76,328
Effect of tax incentives -49% (185,114) 0%
Non deductible expenses 43% 162,633 15% 214,211
Change in recognized
deductible temporary 0% - -5%
Adjustment for prior
periods 0% - 14% 191,854
Other diffrences 14% 51,382 -2%
Total income tax
expense in income
statement 46% 173,634 56% 797,618
(d)
2012 2011
N’000 N’000
Balance at beginning of the year 1,157,171 1,347,115
Payments during the year
Provision for the year (Note 11 (a) ) 336,520 1,266,941
Withholding tax credit notes utilised
Tax impact of prior year errors -
459,038 1,157,171
(1,295,850)
(9,900)
(151,135)
(58,211)
(976,442)
2011
Movement in current tax liability
2012
(3,575)
(77,717)
(28,188)

39
MRS Oil Nigeria Plc
(e) Recognised deferred tax assets and liabilities
Deferred tax assets and liabilities are attributable to the following:
Assets Liabilities Net
2012 2011 1-Jan-11 2012 2011 1-Jan-11 2012 2011 1-Jan-11
N’000 N’000 N’000 N’000 N’000 N’000 N’000 N’000 N’000
Property, plant and equipment - - -
Employee benefits 65,525 148,257 59,157 - - - 65,525 148,257 59,157
Impairment loss - 67,104 77,707 - - - - 67,104 77,707
Inventories 29,622 - - - - - 29,622 - -
Others 37,429 94,490 194,310 (7,065) - (49,500) 30,364 94,490 144,810
132,576 309,851 331,174
(f) Movement in temporary differences during the year
Recognized Recognized
in other Recognized in other
Balance Recognized in Comprehensive Balance Recognized in Recognized Comprehensive Balance
1-Jan-11 profit or loss income 31-Dec-11 profit or loss directly in equity income 31-Dec-12
N’000 N’000 N’000 N’000 N’000 N’000 N’000 N’000 N’000
Property, plant and equipment 272,824 - - 345,630 - -
Employee benefits 59,157 106,287 - 148,257 - 65,525
Impairment loss 77,707 - - 67,104 - - -
Inventories - - - - 29,622 - - 29,622
Others 144,810 - 94,490 - - 30,364
162,886 - (1,596) (6,238,600)
100,814 (64,125)(151,135)
(6,700,890) 469,323 (17,187) (151,135) (6,399,889)
-
directly in
equity
(6,982,564) (6,709,741) (6,364,111)
(17,187) (81,136) (1,596)
(10,603) (67,104)
(6,371,176) (6,709,741) (7,032,064) (6,238,600) (6,399,889) (6,700,890)
(6,982,564)(6,364,111) (6,709,741) (6,982,564) (6,364,111) (6,709,741)

40
MRS OIL NIGERIA PLC
Notes to the annual financial statements
12 Property, Plant and Equipment
(a) The movement on these accounts was as follows:
Land &
Buildings
Plant &
Machinery
Automotive
Equipment
Computer &
Office
Equipment
Furniture &
Fittings
Capital Work in
Progress
Total
N’000 N’000 N’000 N’000 N’000 N’000 N’000
Cost/deemed cost
Balance at 1 January 2012 14,381,518 9,748,547 1,399,996 672,212 188,771 54,810 26,445,854
Additions - - - 60,950 - 278,674 339,624
Transfers 6,686 128,021 42,429 28,118 2,531 -
Disposals - - - - -
Balance at 31 December 2012 14,388,204 9,876,568 1,333,110 761,280 191,302 125,699 26,676,163
Depreciation and impairment losses
Balance at 1 January 2012 922,487 922,915 895,880 429,291 102,313 - 3,272,886
Charge for the year 289,897 927,389 145,242 96,169 17,784 - 1,476,481
Disposal - - - - -
Balance at 31 December 2012 1,212,384 1,850,304 954,350 525,460 120,097 - 4,662,595
Land &
Buildings
Plant &
Machinery
Automotive
Equipment
Computer &
Office
Equipment
Furniture &
Fittings
Capital Work in
Progress
Total
N’000 N’000 N’000 N’000 N’000 N’000 N’000
Cost/deemed cost
Balance at 1 January 2011 14,192,725 9,706,892 1,423,886 587,457 178,924 - 26,089,884
Additions 184,884 32,581 - 73,952 1,689 104,546 397,652
Transfers 4,048 9,074 17,318 11,138 8,158 -
Disposal - - -
Balance at 31 December 2011 14,381,518 9,748,547 1,399,996 672,212 188,771 54,810 26,445,854
Depreciation and impairment losses
Balance at 1 January 2011 633,950 - 852,858 396,596 90,534 - 1,973,938
Charge for the year 288,542 922,915 74,121 32,932 11,779 - 1,330,289
Disposal - - -
Balance at 31 December 2011 922,487 922,915 895,880 429,291 102,313 - 3,272,886
Carrying amounts
At 1 January 2011 13,558,775 9,706,892 571,028 190,861 88,390 - 24,115,946
At 31 December 2011 13,459,031 8,825,632 504,116 242,921 86,458 54,810 23,172,968
At 31 December 2012 13,175,820 8,026,264 378,760 235,820 71,205 125,699 22,013,568
(5)
(139)
(109,315)
(86,772)
(41,208)
(31,099)
(335)
(237)
(49,736)
(207,785)
(109,315)
(86,772)
(41,682)
(31,341)

41
MRS Oil Nigeria Plc
( b ) Impairment assessment
( c ) Finance lease
(d) Capital commitments
Capital expenditure commitments at the year end authorised by the Board of Directors comprise:
(e) All depreciation expense is included as part of administrative expenses.
31 Dec 2012 31 Dec 2011
N’000 N’000
Capital commitments 1,541,856 312,000
13 Intangible assets 2012 2011
N’000 N’000
Cost
Balance at 1 January 165,830 -
Additions 9,220 165,830
Balance at 31 December 175,050 165,830
Amortisation
Balance at 1 January (3,189) -
Charge for the year (31,301) (3,189)
Balance at 31 December (34,490) (3,189)
Carrying amount 140,560 162,641
The carrying amount of the Company's net assets exceeded its market capitalization as at the year end. As a result of
this, management carried out an impairment testing as at 31 December 2012 . Based on results of the test, the
recoverable amount of the Company's cash generating units (CGU) are higher than the carrying amount i.e value in use
of the CGUs exceeds the carrying amount and as such no impairment loss has been recorded.
The Company holds various parcels of land under finance lease arrangements. The maximum tenor of the lease is 99
years in line with the Land Use Act. The lease amounts were fully paid at the inception of the lease arrangements and
these are depreciated over the lease period.
At 31 December 2012, the carrying amount of leased land was N8.26 billion (2011: N8.35 billion).
Amortisation of N31 million is included in 'administrative expenses' in the statement of comprehensive income (2011:
N3 million).

42
MRS Oil Nigeria Plc
14 Trade and other receivables 31 Dec 2012 31 Dec 2011 1 Jan 2011
N’000 N’000 N’000
Trade receivables 3,440,509 2,722,131 1,919,704
Petroleum Equalisation Fund (PEF) 3,193,286 2,559,922 6,107,739
Petroleum Support Fund (PSF) 8,627,610 7,119,146 1,189,294
27,337 425,896 538,327
Interest receivable 2,159 1,745 -
Interest paid in advance - 45,411 -
Withholding tax receivable 71,990 100,115 82,131
Due from joint venture partners 62,763 38,742 7,340
Directors' debit balance - 100 1,300
214,697 231,206 309,778
2,557,888 19,049,777 244,342
Other debtors 215,475 160,501 42,051
18,413,714 32,454,692 10,442,006
(7,507) (247,557) (280,858)
Current portion 18,406,207 32,207,135 10,161,148
(a)
(b)
15 Inventories
31 Dec 2012 31 Dec 2011 1 Jan 2011
N’000 N’000 N’000
Premium Motor Spirit (PMS) 872,340 1,623,300 1,777,550
Lubricants and greases 1,722,285 2,952,721 1,008,504
Aviation Turbine Kerosene (ATK) 1,307,816 1,201,337 418,055
Automotive Gas Oil (AGO) 300,635 248,710 255,364
Dual Purpose Kerosene (DPK) 126,371 15,972 13,670
Packaging materials and other sundry stocks 2,286 10,293 10,909
Work in progress - 25,482 19,060
Inventories in transit - 2,216,375 5,062,640
4,331,733 8,294,190 8,565,752
Receivables from registrar represents funds paid to the registrar towards dividend payments to shareholders not yet
paid to the shareholders as at the year end.
Employee loans are various interest free loans granted to staff members and are usually secured by the employee's
retirement benefit obligations. The loans are usually repayable within 1 to 7 years. The fair value of the employee loans
is based on cashflows discounted based on market borrowing rate . As at 31 December 2012, all employee loans are due
within 2 years.
The Company's exposure to credit risk and impairment losses related to trade and other receivables are disclosed in
Note 24 (a).
For receivables that are classified as 'current', due to their short-term maturities, the fair value approximates their
carrying values.
Loans to employees (Note 14 (a))
Receivables from registrar (Note 14 (b))
Receivables from related parties (Note 25)
Less: non-current portion : loans to employees (Note 14 (a))
Inventory amount of N447.87 (2011: N961.78 million) was held in a facility owned by MRS Oil and Gas Limited, a
related party (Note 25).

43
MRS Oil Nigeria Plc
16 Cash and cash equivalents
31 Dec 2012 31 Dec 2011 1 Jan 2011
N’000 N’000 N’000
Cash and cash equivalents 1,155,398 6,513,027 1,649,395
Short term deposits with banks (Note16(a)) 9,145,304 1,908,485 1,250,000
10,300,702 8,421,512 2,899,395
8,886,913 7,418,646 2,382,048
(a)
17 Share Capital
31 Dec 2012 31 Dec 2011 1 Jan 2011
Authorised: N’000 N’000 N’000
271,657,230 Ordinary shares of 50k each 135,829 135,829 135,829
Issued and fully paid:
Issued and fully alloted:
18 Retained earnings
2012 2011
N’000 N’000
At 1 January 18,861,691 18,512,872
Defined benefit plan actuarial gain, net of tax 3,725 40,102
Dividends declared (Note 21)
Unclaimed dividend written back (Note 21) 34,271 10,579
At 31 December 18,927,016 18,861,691
Bank overdrafts used for cash management purposes
The value of changes in products, packaging materials and work-in-progress included in cost of sales amounted to
N74.01 billion (2011: N64.66 billion). In 2012, the write downs of inventory to net realizeable values amounted to
N98.7 million (2011: N5.94 million). The write downs have been recorded in "cost of sales" in the statement of
comprehensive income.
Cash and cash equivalents in the statement of cashflows
(1,413,789) (517,347)(1,002,866)
(177,792) (317,486)
Short term deposits with banks represent placements with commercial banks for period between 0 - 90 days. Included
in short term deposits are unclaimed dividends amounting to N255.98 million (2011: N240.71 million) held in separate
bank accounts in accordance with guidelines issued by Securities and Exchange Commission. Also included in short
term deposits with banks is an amount of N 8.9 billion (2011: N1.6 billion) being the balance on the sinking fund
account. These amounts are restricted from use by the Company.
Included in retained earnings is N14.40 billion which represents revaluation surplus. This amount is not available for
distribution.

44
MRS Oil Nigeria Plc
19 Employee benefit obligations
31 Dec 2012 31 Dec 2011 1 Jan 2011
N’000 N’000 N’000
Year end obligations for:
Post-employment benefit (Note 19 (a)) 201,250 515,461 549,623
Other long term employee benefits (Note 19 (b)) 17,165 36,019 31,296
Total employee benefit liabilities 218,415 551,480 580,919
2012 2011
N’000 N’000
Expense recognized in profit or loss:
Post-employment benefit 102,473 86,720
Other long term employee benefits 10,144 8,938
Total amount recognised in profit or loss 112,617 95,658
All the expenses have been included as part of administrative expenses.
Actuarial gains and losses recognised in other comprehensive income:
2012 2011
N’000 N’000
Amount accumulated in retained earnings at 1 January (10,155) (67,444)
Recognized during the year 5,321 57,289
Amount accumulated in retained earnings at 31 December (4,834) (10,155)
(a)
2012 2011
N’000 N’000
At 1 January 515,461 549,623
Current service cost 56,738 88,879
Interest cost 45,735 55,130
Actuarial losses/(gains) - change in assumption 26,460
Actuarial gains - experience adjustment
Benefits paid by the employer
Curtailment gains -
At 31 December 201,250 515,461
(31,781)
(54,928)
(2,361)
Post employment benefit obligation comprise of gratuity provision and is based upon independent actuarial valuation
performed by HR Nigeria Limited using the projected unit credit basis. The Company does not maintain any assets for
the gratuity plan but ensures that it has sufficient funds for the obligations as they crystallize.
The movement in the defined benefit obligation during the year is as follows:
(271,175)
(140,188)
(120,882)

45
MRS Oil Nigeria Plc
(b)
2012 2011
N’000 N’000
Balance at 1 January 36,019 31,296
Provision for the year
Current service cost 6,987 6,373
Interest cost 3,157 2,771
Actuarial losses/(gains) - change in assumption 1,122
Actuarial (gains)/losses - experience adjustment 4,379
Benefits paid by the employer
Curtailment gains -
Balance at 31 December 17,165 36,019
The next valuation is due as at 31 December 2013.
(c)
(d) Actuarial Assumptions
2012 2011
Long-term average discount rate (p.a.) 13% 14%
Future average pay increase (p.a.) 13% 13%
Average rate of inflation (p.a.) 10% 10%
Average Duration in years (Gratuity) 21.7 17
Average Duration in years (Long Service Awards) 12.9 11
The movement on the provision for other long term employee benefits was as follows:
As a result of a curtailment in the gratuity arrangement for a number of employees, the Company's obligation
decreased by N140,188,000 (2011: Nil). A corresponding curtailment gain is included in the Company's statement of
comprehensive income for the year ended 31 December 2012.
The provision was based on independent actuarial valuation performed by HR Nigeria Limited using the projected unit
credit basis as at 31 December 2012. Other long term employee benefits comprise of long service awards and it is
funded on a pay as you go basis by the Company.
(4,585)
(4,215)
(1,099)
(909)
The next valuation is due as at 31 December 2013.
(28,112)
As a result of a curtailment in the long service award arrangement for a number of employees, the Company's
obligation decreased by N28,112,000 (2011: Nil). A corresponding curtailment gain is included in the Company's
statement of comprehensive income for the year ended 31 December 2012.
The balance and movement in the Company's pension payable account which represents amounts due to the pension
fund administrators which are yet to be remitted as at year end are shown in Note 22 (a).
Principal actuarial assumptions at the reporting date (expressed as weighted averages):
These assumptions depict management’s estimate of the likely future experience of the Company.
Due to unavailability of published reliable demographic data in Nigeria, the demographic assumptions regarding
future mortality are based on the rates published jointly by the Institute and Faculty of Actuaries in the UK. The data
were rated down by one year to more accurately reflect mortality in Nigeria as follows:

46
MRS Oil Nigeria Plc
Mortality in Service
Withdrawal from Service
(e) Sensitivity Analysis
Gratuity
Long Service
Award
Net periodic
benefit cost
(Gratuity)
Net periodic
benefit cost
(LSA)
N’000 N’000 N’000 N’000
Discount rate -1% 232,855 18,434 94,298 9,561
+1% 174,789 16,043 70,822 8,667
Salary increase rate -1% 173,799 16,366 66,536 8,488
+1% 233,579 18,048 90,949 9,488
Inflation rate -1% 201,249 17,165 76,908 7,038
+1% 201,249 17,165 76,908 7,488
Mortality rate -1 year 201,694 17,185 81,222 9,092
+1 year 201,242 16,318 80,475 8,731
≤ 30
31 - 39
40 - 44
45 - 60
2012 2011
0.5%
0.5%
0.5%
0.0%0.0%
0.5%
0.5%
0.5%
Rates
11
12
13
19
45 26
Below is the sensitivity analysis of the principal actuarial assumptions adopted in determining the employee benefit
liabilities:
33
Assumptions regarding future mortality rates are based on published statistics and mortakity tables by institute of
Faculty of Actuaries in the UK.
Age Band
Sample age
25
30
35
40 14
9
7
7
Number of deaths in
year out of 10,000 lives
2012
It is assumed that all the employees covered by the defined end of service benefit scheme would retire at age 60 (2011:
age 60).
2011
Number of deaths in year
out of 10,000 lives

MRS annual report 2012

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MRS annual report 2012