Professional Documents
Culture Documents
Dolla Prospectus
Dolla Prospectus
Dolla Prospectus
Financial
Services
We Lend
Registered office: Unit No. 1 Barbican Business Centre, 88 Barbican Road, Kingston 6, St. Andrew, Jamaica
Website: https://dollafinancial.com | Email: info@dollafinancial.com
1
INVITATION FOR
SUBSCRIPTION/PURCHASE
500,000,000 Ordinary Shares at J$1.00 per Ordinary Share 250,000,000 newly issued Ordinary
TABLE OF
Shares priced at J$1.00 each and sale of 250,000,000 existing Ordinary Shares by the Selling CONTENTS
Shareholders priced at J$1.00 each
212,500,000 Shares in the Invitation are Applications for shares should be made of the Company to apply to the JSE for
initially reserved for priority application via Victoria Mutual Wealth Management admission of the Shares to the Junior
from, and subscription by, members of the Limited’s Wealth IPO Edge Portal by Market. The application to the JSE is Section Page
public at J$1.00 each. logging onto the website- https:// dependent on the Company’s ability to
wealthipo.vmbs.com (see directions (i) raise at least J$250,000,000.00 as a 1. Important Disclaimers 4
Up to 287,500,000 Shares in the Invitation with respect to such applications in the result of the Invitation and (ii) meet the
(the “Reserved Shares”) are initially Appendix) or any other digital platform criteria for admission. Please note that 2. Summary of Key Information on the Invitation 5
reserved for priority application from, and as may be notified by the Company. The this statement of the Company’s intention
subscription by, the following persons subscription list for the Shares will open is not a guarantee that the Shares will in 3. Letters to Prospective Investors 6
priced at the invitation price of J$1.00 at 9:00 a.m. on the Opening Date, May fact be admitted to the Junior Market of
(the “Reserved Share Applicants”): (a) 27, 2022. Applications submitted prior to the JSE. If, however, the Invitation is not
125,000,000 Shares for Employees, the Opening Date will be received, but fully subscribed and the Company does 4. Definitions Used in this Prospectus 9
Directors, and the Mentor of the Company not processed until the Opening Date. not raise at least J$250,000,000.00 as a
(the “Company Applicants”), and (b) The subscription list for the Shares will result of the Invitation, the Company will 5. Disclaimer – Forward Looking Statements 11
162,500,000 Shares for key stakeholders close at 4:30 p.m. on the Closing Date, not make application for the Shares to be
of the Company as determined by its June 10, 2022 subject to the right of the admitted to the Junior Market of the JSE 6. The Invitation 12
directors, inclusive of its customers and Company to: (a) close the subscription list and all payments for Shares received from
suppliers (the “Key Partners”), and If any of at any time after it opens on 9:00 a.m. on Applicants will be returned (or refunded in 7. Information About The Company 15
the Reserved Shares in either category are the Opening Date once the issue is fully full) to the Applicants.
not subscribed they will be available for subscribed and (b) extend the Closing
Date for any reason, provided that it
8. Directors and Senior Managers and their Interests 21
subscription by priority applicants in the
other category and thereafter, they will does not extend beyond the expiration
become available for subscription by the of 40 days after the publication of this 9. Management Discussion and Analysis 29
general public. All Reserved Shares are prospectus for the purposes of section 48
reserved but not discounted, and each of the Companies Act. 10. Auditors Consent and Auditors Report 49
Reserved Share is priced at the Invitation
Price of J$1.00 per Share. See Section 6.5 In the case of an early closing of the 11. Risk Factors 123
for full terms and conditions. Total existing subscription list, or an extension to the
shares are deemed to be 2,250,000,000 Closing Date, notice will be posted on the 12. Professional Advisors to the Company 126
and shares made available from this issue website of the Jamaica Stock Exchange
500,000,000. (www.jamstockex.com). It is the intention
13. Statutory and General Information 127
2 3
SECTION 1 SECTION 2
Important Disclaimers Summary of Key Information on the Invitation
4 5
SECTION 3 expand in Guyana and regionally within
the Caribbean.
Letters to Company History
6 7
If the Company’s Ordinary Shares are admitted to the Junior Market, the Directors intend to pursue a
dividend policy that projects an annual dividend of up to 50% of net profits available for distribution, subject
to the need for reinvestment in the Company from time to time. The Board of Directors may change this
dividend policy from time-to-time as a result of, among other things, changes in the return-on-equity of the
SECTION 4
Company, its liquidity needs or material changes in tax policy affecting the business.
8 9
SECTION 4 SECTION 5
Definitions Used in this Prospectus Disclaimer: Forward Looking Statements
Invitation Price means J$1.00 per Share Certain matters discussed in this Prospectus inclusive of the
Financial Information contain forward-looking statements • Economic, social and other conditions prevailing both
JSE means the Jamaica Stock Exchange including but not limited to statements of expectations, future within and outside of Jamaica, including actual rates
Junior Market means the Junior Market of the JSE plans or prospects, and financial projections. Forward-looking of growth of the Jamaican and regional economies,
statements are statements that are not about historical instability, high domestic interest rates or exchange rate
Key Partner(s) means key stakeholders of the Company as determined by its directors,
facts and speak only as of the date they are made. Although volatility
inclusive of its customers and suppliers who are determined as integral to
the Directors believe that in making any such statements its
the long-term success of the Company, being persons presently assisting
expectations are based on reasonable assumptions, such • adverse climatic events and natural disasters
the Company with developing its businesses and achieving its commercial
statements may be influenced by factors that could cause
objectives, including VMWM (as “Lead Broker”) and its managed portfolios
actual outcomes and results to be materially different from • unfavourable market receptiveness to new products
as well as other selling agents, and those persons with whom the Company
those projected. Prospective investors in the Company are
intends to collaborate with in the future for such purposes.
cautioned not to place undue reliance on these forward- • changes in any legislation or policy adversely affecting
Key Partner(s) Reserved Shares means the 162,500,000 Shares in the Invitation that are initially reserved looking statements, which speak only as of the dates on the revenues or expenses of the Company
for priority application from, and allotment to, the Key Partners on the terms which they have been made. Future events or circumstances
and conditions set out in Section 6.5 of this Prospectus could cause actual results to differ materially from historical or • any other factor negatively impacting on the realisation
Mentor means Tania Waldron-Gooden, the Mentor of the Company required to be anticipated results. of the assumptions on which the Company’s financial
appointed under the rules of the Junior Market information is based
When used in this Prospectus, the words “anticipates”,
Opening Date means the date on which the subscription list in respect of the Invitation “believes”, “expects”, “intends” and similar expressions, • other factors identified in this Prospectus
opens, being 9:00 a.m. on May 27, 2022 as they relate to the Company, are intended to identify
Prospectus means this document dated May 18, 2022, which constitutes a prospectus those forward-looking statements. These forward-looking • factors yet unknown to the Company
for the purposes of the Companies Act, 2004 and the Securities Act statements are subject to numerous risks and uncertainties.
Once this Prospectus has been signed by or on behalf of • Neither the FSC nor any Government agency or
Registrar means Jamaica Central Securities Depository Limited, 40 Harbour Street,
the Company, and prior to the admission of the Company to regulatory authority in Jamaica has made any
Kingston, Saint Andrew
the Junior Market of the JSE, the Company undertakes no determination on the accuracy or adequacy of the
Reserved Share(s) means the 287,500,000 Shares in the Invitation that are reserved for priority obligation to update publicly or revise any of the forward- matters contained in this Prospectus.
application from, and subscription by, the Company Applicants and Key looking statements in light of new information or future events,
Partners on the terms and conditions set out in Section 6.5 of this Prospec- including changes in the Company’s financial or regulatory
tus position, or to reflect the occurrence of unanticipated events
Sale Share(s) means the 250,000,000 Shares in the Invitation made available for pur- (subject to any legal or regulatory requirements for such
chase by the Selling Shareholders. disclosure to be made). There are important factors that
could cause actual results to differ materially from those in
Selling Shareholder FirstRock Private Equity Limited and DeQuity Capital Management Limited forward-looking statements, certain of which are beyond the
Share(s) means the ordinary shares in the capital of the Company inclusive of the Company’s control. These factors include, without limitation,
500,000,000 Shares that are available for subscription in the Invitation the following:
on the terms and conditions set out in this Prospectus and the expression
“Shares” shall include Reserved Shares where the context so requires
Shareholder(s) means holders of the Shares
VMWM means Victoria Mutual Wealth Management Limited, the receiving agent
for the purposes of the Invitation, being a company incorporated under the
laws of Jamaica with its registered office at 53 Knutsford Boulevard, King-
ston 05, Jamaica W.I
Wealth IPO Edge means VMWM online IPO subscription portal https://wealthipo.vmbs.com/
ipo
J$ means the Jamaican dollar unless otherwise indicated
US$ means the United States dollar unless otherwise indicated
G$ means the Guyanese dollar unless otherwise indicated
10 11
SECTION 6 estimates, will not exceed J$25,000,000
(inclusive of legal, auditing, accounting,
6.5 TERMS AND CONDITIONS
FOR APPLICANTS
4. Further Acknowledgments by
Applicants
12 13
SECTION 6 CONT’D
The Invitation
include the processing fee in their • Applications submitted in advance • If the Invitation is successful in
calculations of amounts payable to of the Opening Date (early raising at least J$250,000,000 as
the Company. applications) will be received but per Rule 501(2) of the Jamaica Stock
not processed until the Opening Exchange Junior Market Rules, and
8. How to Make Payments Date. All advance applications will the Shares are admitted to trade
be treated as having been received on the Junior Market, successful
i. By Real Time Gross Settlement at 9:00 a.m. on the Opening Applicants will be allocated
System (“RTGS System”) or Date, May 27, 2022, and shall be Shares for credit to their account
Automated Clearing House (“ACH”) processed pro rata. Applications in the Jamaica Central Securities
for amounts below J$1,000,000.00 received from 9:00 a.m. onwards Depository. Applicants may refer to
to the Broker using the following on the Opening Date and up to the the informational notice that will be
information, and evidence of such Closing Date, June 10, 2022 will be posted on the website of the JSE
payment uploaded to VM Wealth processed pro rata. (www.jamstockex.com) after the
IPO Edge or any other digital Closing Date
platform: • For the purposes of the paragraphs
above the Directors of the • With respect to refunds that are
VICTORIA MUTUAL WEALTH Company, in their sole discretion, for non-VMWM customers, the
MANAGEMENT LIMITED may: Company will endeavour to make
refunds for the amounts refundable
1. Bank: National Commercial a. Accept or reject any to Applicants whose applications
Bank Application in whole or part without were not accepted, or whose
2. BIC: JNCBJMKX giving reasons, and neither the applications are only accepted
3. Branch: 1-7 Knutsford Boulevard, Company nor the Directors shall be in part, within ten (10) days after
Kingston 05 liable to any Applicant or any other the Closing Date or as soon as
4. Account Name: Victoria Mutual person for doing so; practicable thereafter. In the case
Wealth Management Limited b. Allocate Shares to Applicants of VMWM customers, the Company
SECTION 7
5. Beneficiary Address: 53 on a basis to be determined by it will endeavour to make refunds to Information about
Knutsford Boulevard, in its sole discretion, including on a your VMWM brokerage account
Kingston 05, Jamaica, W.I pro rata basis in the event that the for the amounts refundable to the Company
6. Account number: 351171960 Invitation is oversubscribed; and Applicants whose applications
7. Include in comments: Dolla IPO c. Treat multiple applications by were not accepted, or whose
[JCSD# and Wealth IPO Edge any person (whether in individual or applications are only accepted
Reference Number] joint names) may be treated as a in part, within ten (10) days after
single application. the Closing Date (or the extended
Closing Date, as the case may be)
[Dolla Financial Services Limited]: Please • Neither the submission of an or as soon as practicable thereafter.
include the applicant’s name, account Application by an Applicant nor its
number, bank reference number and receipt by the Company will result • Applicants must be at least
JCSD account number and TRN in the in a binding contract between eighteen (18) years old. However,
transaction details of the RTGS or ACH) the Applicant and the Company. Applicants who have not yet
Only the confirmation of receipt attained the age of eighteen
ii. Applicants who have an investment of an application for Shares by (18) years, may apply jointly with
account with the Broker (i.e., Victoria the Registrar on behalf of the Applicants who are at least
Mutual Wealth Management Limited) Company to an Applicant (whether eighteen (18) years of age.
may indicate to the Broker when such Shares represent all or part of
applying that the Broker applies funds those specified by the Applicant
standing to the credit of such Applicant in his/her Application) will result
against the Invitation payable for Shares in a binding contract and the
proposed to be purchased. Applicant will be deemed to have
agreed to purchase the number of
• By submitting an Application each Shares applied for or such lesser
Applicant agrees to take up and number may be allocated to him at
pay for the number of Shares the Purchase Price, subject to the
applied for or such lesser number of Articles of Incorporation and the
Shares as may be allocated to him terms and conditions set out in this
by the Company pursuant to the Prospectus.
terms and conditions set out in this
Prospectus.
14 15
COMPANY HISTORY a number of the larger independent corporate income tax for the period
Micro Financing institutions in Jamaica and 50% of its applicable income tax INTEREST INCOME GENERATED BY PRODUCT TYPE • MediPAY- The purpose of this credit
Dolla Financial Services Limited (“Dolla” to represent micro finance institutions thereafter. This tax incentive requires the product is to finance the cost of
or the “Company”) is a limited liability by interfacing with private and public Company to remain listed on the Junior medical and cosmetic procedures
company incorporated under the stakeholders. The Company was at the Market for a minimum of 15 years to for qualifying customers of select
Companies Act of Jamaica. Dolla was forefront of efforts to lobby the Ministry benefit from the tax incentive, otherwise 5% partnering medical companies.
incorporated on October 14, 2009. of Finance and Planning to facilitate the company will be liable to pay the 1%
Its head office is located at Unit No. 1 payroll deductions for public sector taxes relieved under the concession. • 4Pay - This product is designed to
2%
Barbican Business Centre, 88 Barbican employees and government contractors. In years 6 to 10 on the Junior Market, allow potential customers to style
Road, in Kingston 6. The Company is a The Company has also played an the Company will be required to remit 1% their homes now and pay overtime.
subsidiary of FirstRock Private Equity integral part in lobbying for changes corporate tax at half the usual rate. With 4Pay, qualifying customers
Limited (“FRPE”), which currently owns to the passing of the Microcredit Act. 7% are able to finance the cost of
75.0% of the Company’s share capital. An application has been made for the Loan Portfolio furniture, appliances and equipment
Microcredit License in January 2022 being purchased online, or at
Dolla’s initial objective was to provide ahead of the July 2022 deadline for all Dolla’s Loan Portfolio has grown by a participating stores island wide.
a full suite of financial services to the operators compound annual growth rate (CAGR) 5%
public. The Company was organized into of 66% from J$58Mn in 2017 to J$750Mn • Fix Up Yuh Bar - Designed for
three (3) divisions; namely: Growth Potential in 2021. Loans are typically granted Dolla Elite existing bar owners, this product
46%
with terms ranging from three to thirty Dolla Line of Credit
Dolla Microfunder
allows qualifying customers to
(a) Loans and Financing Division; The Company foresees significant six months, with the average tenure Dolla SME Grow acquire American Roulette and
(b) Remittance and Bill Payments potential for growth of its loan portfolio being twelve months. The Management Dolla Valu Personal
Fix Up Yuh Bar
other gaming machines for their
Division; and in the Caribbean Region. The admission Discussion and Analysis at Section 9 Medway businesses. These machines are
(c) Cambio Division. of the Company to the Junior Market provides more details on the Company’s One N’ Ready
acquired from select suppliers.
of the JSE will be instrumental in loan portfolio.
The Remittance and Bill Payments supporting its growth objectives by • The Company also customizes loan
Division and Cambio Division were providing capital for expansion. A Loan Products products for larger Borrowers on a
opened in 2014 after the Company was Junior Market listing will benefit the case-by-case basis.
granted remittance and cambio licenses Company by increasing its public profile Dolla currently offers a suite of products
from the Bank of Jamaica. and marketing reach. In addition, that are catered to meet the needs Concessionary regime for taxation of
34%
the Company will enjoy a 5-year tax and satisfaction of customers. These Junior Market Companies
In August 2016, Dolla acquired the loan concession, under which it will pay no products are as follows:
book of a smaller loan company called If the Company is admitted to listing on
M-TwentyFour Investments Limited the Junior Market, it will take advantage
(“M-24”) located in Lucea, Hanover. The of the special concessionary tax regime
acquisition was made to grow Dolla’s that is currently in place. So, 100% of
• Dolla MicroFunder - Tailored towards high net-worth clients,
loan business outside of the Corporate profits will be exempted from taxation
Area and to add personnel with industry CORPORATE STRUCTURE for micro-enterprises to support
working capital and facilitate the
this product offers instant access
to funds up to a predetermined
for the initial five-year period. For
experience and expertise. the remaining five-year period, 50%
purchase of fixed assets. This option limit. This revolving facility offers
of profits are exempted from taxation
is ideal for businesses that may great flexibility and gives customers
As part of the acquisition of the loan (listed entities enjoy 10-year tax relief
be overlooked by the traditional control over when and how much
book, then Chief Executive Officer of by virtue of the listing on the Junior
FirstRock Private banking sector. they pay.
M-24 Mr. Kadeen Mairs, was hired to DeQuity Capital Market). The remission of tax requires
lead Dolla’s management team and Equity Limited 75% Management Limited 25% the Company to meet the ongoing
• Dolla SME Grow - This facility • Dolla Valu Personal - This product
spearhead Dolla’s growth. Mr. Mairs is no Junior Market requirements for at
gives small and medium sized caters to employees of both private
longer an employee of M-24. least 15 years from the date of listing.
enterprises (SMEs), who have been and public companies seeking
Assuming that those conditions are
in operation for over 12 months, the funding for legitimate personal
Since taking the helm of the Company, met, in the Company’s first 5 years on
boost needed to execute growth use. The loans can be secured or
Mr. Mairs has steered the Company the Junior Market, the Company will
plans that will benefit the entity in unsecured which options to pay
towards higher margin businesses and not be liable to pay any corporate
the long-term. Loans may be used through salary deduction, bank
de-emphasized businesses with lower income tax. In years 6 to 10 on the Junior
for working capital support, the transfers or over the counter.
margins and high levels of competition. Market, the Company will be liable to
purchase of fixed assets, and bridge
In 2018, the Company’s Board made pay corporate income tax at half of the
Dolla Financial financing. • One N’ Ready - “One N’ Ready”
the decision to cull its Remittance and usual rate. If the Company breaches the
Services Limited is a new loan product which is
Bill Payments Division and its Cambio requirements of the Junior Market, it may
Dolla • Dolla Elite - Targeted to specifically designed for existing
Division, and to redeploy that capital be liable to pay the taxes relieved under
Guyana Inc. entrepreneurs and high net worth and potential taxi operators.
into the microcredit services. The the concession. The Company does not
clients, this type of loan assists with This product will allow qualifying
Company’s core business is microcredit
services.
100% unexpected accounts payable. customers to acquire or upgrade
guarantee that the Shares will be listed.
See Section 7 of this Prospectus for
Typically, the client does not their vehicles, as well as unlock
further details of the concessionary tax
operate a traditional brick and equity using their existing vehicles.
MEMBER OF JAMFIN regime for Junior Market Companies.
mortar business but secures the Existing Public Passenger Vehicles
loan with fixed assets such as land, (PPV) operators now have the
The Company is a founding member Incorporation Details
motor vehicle(s), or equipment used opportunity to renew their
of the Jamaica Association for Micro
in the business. insurance, repair their vehicles, and
Financing (“JAMFIN”). JAMFIN is a not- Dolla Financial Services Limited was
offset any other expenses quickly
for-profit association established by incorporated on the Fourteenth Day of
• Dolla Line of Credit - Geared and hassle-free.
16 17
October 2009. Authorised Unlimited
REAL PROPERTY
The Company owns no real property.
Details of the Authorised and Issued Issued 2,250,000,000
Share Capital and the Shares in the Maximum Number of Shares to be issued in the Invitation: 250,000,000 MATERIAL CONTRACTS
Invitation The following material contracts, not being contracts entered into in the ordinary course of business, have been entered into by the
Maximum Number of Sale Shares in the Invitation to be sold
by the Selling Shareholder(s):
250,000,000 Company with the following persons (“counterparties”) in the 2 years preceding March 31, 2022, being the latest practicable date
Capital Structure of the Company prior to the publication of this Prospectus:
As at March 31, 2022, the latest SHAREHOLDINGS IN THE COMPANY BEFORE AND AFTER THE INVITATION Date Counterparty Amount Brief Details
practicable date prior to publication
of this Prospectus, the authorised and As at March 31, 2022, the latest practicable date prior to publication of this Software License with Cloud Storage - Provision of
issued share capital of the Company Prospectus, the holdings of Shares in the capital of the Company (including legal and, 26 May 2015 Mambu US$10,750.00 due quarterly loan management platform, cloud storage along
was as follows: where known to the Company, beneficial holdings) were as follows: with on-going support
12 December 2021 Anna-Kaye Chisholm Price US$1,075.00 Rental plus Lease for Unit No. 1, 88 Barbican Rd., Kingston 6
Number of Shares before % Of Issued Shares before
Name of Shareholder Courtney Osmond Campbell US$1,350.00 Rent plus J$52,338.59
Opening Date of Invitation Opening Date of Invitation 30 September 2021 Lease for Fairview, Montego Bay
and Pauline Marie Campbell Maintenance due monthly
FirstRock Private Equity
1,687,500,000 75.0% 1 August 2021 St. Elizabeth Holdings J$80,000.00 plus GCT due monthly Lease for Unit No. 6, 88 Barbican Road, Kingston 6
Limited
DeQuity Capital 12 November 2021 Fend Property US$472.50 Rental due monthly Lease for Discovery Bay, St. Ann
562,500,000 25.0%
Management Limited
1 July 2020 Manchester Court Limited J$80,000.00 plus GCT due monthly Lease for Mandeville, Manchester
Total Issued Share Capital 2,250,000,000 100%
1 June 2021 Ravindra Prashad US$3,000.00 due monthly Lease for Dolla Guyana Inc - Georgetown, Guyana
After the subscription lists for the Invitation are closed, and assuming that the Invitation is fully subscribed by the public and also, by
The material contracts referred to in this section that are documented arrangements (together with certain other documents) will
the Reserved Share Applicants, the percentage shareholdings in the Company will be as follows:
be available for inspection as described in Section 14.
Number of Shares after Opening Date of % Of Issued Shares after Opening Date of
Name of Shareholder
Invitation Invitation Litigation Directors intend to pursue a dividend Creditor Life Insurance. This is to provide
policy that projects an annual dividend protection for larger personal borrowers
FirstRock Private Equity Limited 1,500,000,000 60.0% As at March 31, 2022, the latest of up to 50% of net profits available who may become unable to repay their
practicable date prior to the for distribution, subject to the need loans due to critical illness or death.
DeQuity Capital Management Limited 500,000,000 20.0% publication of this Prospectus, there for reinvestment in the Company from
were no litigation, arbitration, or similar time to time. The Board of Directors Charges Registered Against the
General Public 212,500,000 8.50% proceedings pending or threatened may change this dividend policy from Company
against the Company as defendant, nor time-to-time as a result of, among other
Reserved Shares for Company Applicants 125,000,000 5.00% do the Directors believe that there are things, changes in the return-on-equity As at March 31, 2021, the following
circumstances that may give rise to such of the Company, its liquidity needs or charges were registered against the
Reserved Shares for Company Key Partners 162,500,000 6.50% proceedings. material changes in tax policy affecting Company:
the Company.
Total Issued Share Capital Following Invitation 2,500,000,000 100.0% Dividend Policy
Insurance Arrangements
If the Company’s Ordinary Shares are
admitted to the Junior Market, the The Company has in place Group
INTELLECTUAL PROPERTY
Type of Interest
Start Date End Date Amount Secured Beneficiary/Lender Charges over assets Security
As at March 31, 2022, the latest practicable date prior to the publication of this Prospectus, the Company has the following interests Facility Rate
in intellectual property: a debenture over
a security interest
Security registered constituting fixed
fixed and floating
Senior to secure GK Capital and floating
Intellectual Property Description 28 April charges over all of
30 April 2021 Secured J$300,000,000.00, Management Limited 9.25% charges over all of
2023 assets, property and
Notes but secured amount (as Trustee) assets, property and
undertaking of the
Dolla Logo TM No. 77672 - class 16, 25 and 36 (valid until 5 May 2029) is J$250,000,000.00 undertaking of the
Company
Company;
Second Charge over Second Charge over
26 October Fixed Rate FirstRock Capital
1 May 2020 J$100,000,000.00 12.00% the Company’s Loan the Company’s Loan
2023 Loan Holdings Limited
Receivables Receivables
First Charge over First Charge over
11 November 11 November Fixed Rate Derrimon Trading
US$1,000,000.00 11.00% Dolla Guyana’s Loan Dolla Guyana’s Loan
2021 2022 loan Company Limited
Receivables Receivables
18 19
SECTION 8
Directors and Senior Managers
and their Interests
Biographical details of the Board of Directors and the Mentor
Brief biographical details of the members of the Board of Directors and the Mentor of
the Company appear below. The Directors’ addresses are set out in Section 13.
20 21
BOARD OF
DIRECTORS
Ryan Reid - Chairman Dane Patterson - Independent Director
Ryan Reid is the Chairman and Group CEO of FirstRock Group. He has 13 years of experience in Dane Patterson is a Director of Dolla Financial Services Limited. He was called to the English
the real and financial sectors (8 years at the executive level in the financial sector); formerly had Bar at Lincoln’s Inn in 2013 and to the Jamaican Bar in 2014. As an Attorney-at-Law and Partner
responsibilities of leading sales, services, accounting, investments, and corporate finance teams. at the law firm, Patterson Mair Hamilton, his practice focus is corporate finance, restructuring
and taxation, where he has represented clients as both junior and lead Attorney in a variety of
Ryan is a director of multiple private sector companies. Ryan read for his BSc in Banking and mergers, acquisition, IPO’s, APO’s etc.
Finance and his MBA in General Management with the University of the West Indies and the
University of Wales, respectively. He also studied at Wharton Business School with a focus on
Distressed Asset Investing. He is a member of the First Angels Investor Group and the Young
Presidents Organization (YPO). He is also a Justice of the Peace for the Parish of St. Andrew.
Christopher P. Yeung is the Managing Director of FirstRock Private Equity Limited (FRPE) and Dr. Michael Banbury is a medical doctor by training and is currently the Chief Medical Officer
provides executive leadership over the portfolio companies’ holdings and is responsible for of Medical Associates Hospital and Medical Centre. He has an interest in investment banking,
the achievement of the company’s strategic goals and objectives, as identified by the Board specifically in private equity. He has successfully completed courses at Wharton and Harvard
of Directors. He has over 12 years of experience in finance and banking, specializing in debt & Business Schools in the areas of distress asset management & corporate restructuring, creating
equity financing, mergers & acquisitions, financial advisory, financial analysis, treasury and asset shared value and negotiating & competitive decision making.
management.
He is the co-founder of the FirstRock group of companies which comprises FirstRock Capital Holdings,
Prior to joining FRPE, he served in various leadership roles managing Private Equity, Corporate FirstRock Capital Resource, FirstRock Private Equity and FirstRock Realty. He sits on a few boards
Finance and Treasury teams for Proven Investments Limited. Mr. Yeung holds a BSc in Financial within the group and has significant board experience in both the public and private sector.
Economics from Centre College, USA, and an MBA (distinction) in Banking and Finance from
the University of West Indies, Jamaica. He currently serves as Vice Chairman for Dolla Financial Dr. Banbury also serves as the honorary consul of the Republic of Indonesia in Jamaica.
Services Limited.
Lisa has sat on several Government Boards including E-Learning Jamaica and the Jamaica
Deposit Insurance Company, a position she held for 13 years. Lisa holds a B.Sc. in Computer
Science and Business Administration from the University of the West Indies (1990).
22 23
Mentor
Management
Team
24 25
MANAGEMENT
TEAM
Mario Brown - Country Manager
Kadeen Mairs - CEO, Executive Director
Mario Brown is the Country Manager for Dolla Financial Services Jamaica Limited. Mr. Brown assumed
Mr. Kadeen Mairs serves as a Director & the Chief Executive Officer of Dolla Financial Services Limited. He also
responsibility for the Dolla portfolio after its acquisition of M-Twentyfour Investments Limited of which he is
serves as Director of Dolla Guyana Inc., a subsidiary of Dolla Financial Jamaica, and Chairman of DeQuity
a founding member and the Operations Manager. Under his leadership, Dolla Financial has grown its loan
Capital Management Limited, an associate stake shareholder of Dolla Financial Jamaica.
portfolio exponentially with over J$2.5Bn in loans disbursed in Jamaica and Dolla receiving numerous plaudits
for contribution to the small business community.
Mr. Mairs has over 14 years of experience in the financial sector with 6 years at the executive level; working
within the Credit Unions, Commercial Banks, Investment Banks, Venture Capital companies, and he is the
Mr. Brown started as a bank teller at the National Commercial Bank and was later promoted as a
founder of former Microfinance Institution M-Twentyfour Investments Limited. He is designated as a Certified
Business Development Representative. This experience gave him valuable insights into entrepreneurship,
Expert in Microfinance by the Frankfurt School of Finance & Management in Germany; he has received a
management, and sales culture. Mr. Brown is a Justice of the Peace and holds a Master of Business
Bachelor of Science in Business Administration from the Montego Bay Community College with a major in
Administration in Banking and Finance with Distinction from the University of Technology, and a Bachelor of
Management and pursued a Master of Business Administration with a major in Marketing from the University
Science from The University of the West Indies with a major in Marketing.
of the Technology Jamaica.
She has earned a Bachelor’s Degree in Accounting and Economics with the University of Technology,
Jamaica, has a Certificate in Forensic Accounting, successfully passed all CPA exams with the Alaska State
Board of Accountancy, is a member of the American Institute of Certified Public Accountants (AICPA) and the
Institute of Chartered Accountants of Jamaica (ICAJ).
Kenroy Kerr - Chief Operating Officer Tricia Nicholas is the Governance and Compliance Manager of Dolla Financial Services Limited. She
manages and maintains the Corporate Governance, Compliance, and Paralegal activities of the company.
Kenroy Kerr is the Chief Operating Officer at Dolla Financial Services Limited, where he oversees the She has over 16 years of legal professional experience in Governance & Corporate law and over 8 years in
company’s day-to-day administration and operations in accordance with the company’s business model. His Commercial & Litigation law. She also acts as the Nominated Officer and is the Recording Secretary for the
professional career spans over 13 years of progressive experience in banking and finance, having joined the Company and its subsidiary.
Bank of Nova Scotia (BNS) in 2008 where he worked for almost ten years in various capacities.
In addition, Miss Nicholas has experience in Human Resources, Administration, and Office Management.
Following his years with the bank, Kenroy was appointed to the position of Head of Credit and Risk at Dolla She previously worked as the Legal Assistant & Team Leader for the law firm, Nicholson Phillips. She was the
Financial Services Limited. His leadership has been instrumental in the development of new loan products Company Secretary for the charitable organization, BACK2LIFE Foundation for over 6 years.
that contributed to increased loan growth, and strategies that lowered non-performing loans and optimized
the quality of the loan portfolio. Kenroy holds a master’s degree in Business Administration (distinction) with a She is currently a member of the International Compliance Association which continuously improves her skills
specialization in Organisational Development from Aston University, Birmingham, and a Bachelor of Science in and knowledge as a Regulatory and Financial Crime Compliance professional.
Business Studies with a major in accounting (honours).
Kurt McKenzie is the Collection Manager at Dolla Financial Services Limited where he heads and streamlines
all processes concerning arrears and delinquency management in a comprehensive manner from
administrative to pragmatic, hands-on approach. He is subscribed to ACA International; an association of
collectors and credit professionals where he does industry-related, ongoing online enhancement courses
aimed at improving collection strategies that complement the techniques needed to adapt to a dynamic
industry.
Prior to entering the microfinance industry, he led a diverse team in the capacity of supervisor for payroll
accounting at a leading BPO firm; Xerox, now Conduent. This and other vast experiences have developed
his charismatic personality thereon enabling him to lead the Dolla collection team to the desired visions. He
holds a degree from The University of Technology, where he majored in Production and Operations, and is
currently seeking to enlist for the fall semester to start his MBA in Strategic Management.
His stature in receivables management at Dolla continues to appreciate; especially with a synergetic team
that is always in sync with achieving the company’s objectives and essentially Dolla’s Mission.
26 27
Directors’ and Senior Managers’ interest in Ordinary Shares
The Directors’ and Senior Managers’ interests in the Ordinary Shares of the Company (including legal and beneficial holdings) as at
March 31, 2022, the latest practicable date prior to the publication of this Prospectus, are set out below.
% Of Issued
Number of Shares Connected Shares % Of Issued Shares
Personally Connected Party
Name of Director before Opening Date Party before after Closing of
Owned holding Shares
of Invitation Holdings Opening Date Invitation
of Invitation
FirstRock Private
Ryan Reid 342,562,500 0 20.3% 20.3% 16.3%
Equity Limited
FirstRock Private
Christopher Yeung 91,125,000 0 5.4% 5.4% 4.3%
Equity Limited
FirstRock Private
Michael Banbury 342,562,500 0 20.3% 20.3% 16.3%
Equity Limited
DeQuity Capital
Kadeen Mairs 562,500,000 0 25.0% 25.0% 20.0%
Management Limited
Save as set out above, no Director receives Ordinary Shares, or options in respect of Ordinary Shares, in consideration of the
services rendered by him or her to the Company.
*Please note that the Directors and the Mentor are Company Applicants who are eligible to submit Applications for the Reserved Shares.
The Board has established an Audit Committee and a Remuneration Committee, each of which is required under the Junior Market
Rules. The members of each Committee include at least 2 independent non- executive Directors, and are as follows:
28 29
Introduction Company plans to continue expanding income and net profit increased during
Guyana’s Macroeconomic Indicators (Source: Fitch Solutions-Global Market Insights)3
across the region to diversify its loan the year.
Dolla Financial Services Limited was portfolio. 2018(E) 2019(E) 2020(E) 2021(E) 2022(P)
incorporated in Jamaica in 2009 and Like most businesses in the industry,
commenced operations in October COVID-19 Pandemic Dolla was negatively affected by Real GDP Growth (%) 4.1 4.7 43.5 19.9 46
2014. Initially, the Company provided increased loan defaults during the
a suite of financial services which The COVID-19 Pandemic has been early days of the pandemic, however, GDP per Capita Growth (USD) 6,124 6,145 6,609 9,503 11,812
included remittance and bill payment, a significant development for the the company swiftly developed and
cambio, and loan financing services company. The COVID-19 Pandemic, implemented several core strategies
Average Inflation (%) 1.2 2.1 1.0 5.0 4.3
to the public. In 2018, the Company and the measures taken by local and to stymie the fallout. The company
surrendered its cambio license and world governments and governing invested in its existing customers by
Budget balance (% of GDP) -1.8 -2.8 -5.8 -5.2 -3.8
reallocated its capital to expand bodies in response to the pandemic, implementing a customer assistance
its loan financing services. Through have significantly impacted economic program for clients who were negatively
Current account balance (% of GDP) -29.9 -55.2 -11.5 2.7 12.3
various product offerings, Dolla activity. During the height of the affected by the pandemic. This allowed
primarily serves a population that pandemic in 2020, the Jamaican Dolla to develop an even deeper
has long been underserved in the economy contracted by 10.2% owing relationship with its clients and created Total External Debt Stock (% of GDP) 33.7 29.6 20.0 30.1 25.9
traditional banking spheres, offering to the measures instituted by the momentum for expanding the loan
solutions to individuals, as well as small government to contain the spread portfolio when their circumstances Crude, NGPL & other liquids, ‘000 b/d 0 1.2 74.3 110.0 235.4
and medium-sized enterprises. The of the virus1. Despite the challenges improved. Dolla also shifted its focus
Company’s innovativeness has provided during the year, the financial sector to industries that thrived during the
efficient solutions in meeting the needs still saw an expansion of loans during pandemic. These sectors included Dolla currently operates in Jamaica and and net profit in spite of the challenges impacting negatively prices for food and
and satisfaction of customers over the the period. According to the governor business processing and outsourcing Guyana, with Jamaica accounting for of 2020. The lingering effects of the energy, fuelling inflation, and eroding
years. The Company has disbursed of the Central Bank, “Loan growth (BPO), haulage and construction, and over 95% of the company’s income and pandemic in 2021 notwithstanding the purchasing power of household incomes,
over J$2.30Bn in funds to over 6,000 remained fairly resilient, with the stock manufacturing. The company also Guyana contributing the balance at the Jamaican economy, saw some recovery, while disrupting trade, supply chains and
customers since inception. of private sector loans and advances implemented strategies aimed at end of its 2021 financial year. However, recording two consecutive quarters remittances in countries neighbouring
recording year-on-year growth of reducing expenses, which included the company started operations in of economic growth in Q2 (14.2%) and Ukraine8. According to the IMF, the war
Having commenced operations with 11.5% at November 2020 compared successfully renegotiating some key Guyana in the summer of 2021, and Q3 (5.8%)6 . The Planning Institute of is also weighing on business confidence,
three (3) staff members from a single to growth of 16.5% at February 2020. contracts. The implementation of the expects to increase that contribution Jamaica (PIOJ) is also expecting the and triggering uncertainty among
location at Shop #1 Barbican Business Although the pace of growth in loans strategies resulted in increased revenues significantly in 2022. Both economies economy to expand by 6.0% in the investors that could depress asset
Centre in Kingston, the Company now has moderated, it remains above what and profits for 2020 and 2021. Because have been impacted by the COVID-19 fourth quarter of 2021. The improvement prices, tighten financial condition, and
has a staff complement of thirty-five (35) we had expected in the context of the company also maintained a pandemic, however Guyana’s economy in the economy in 2021 can be credited trigger capital outflows from emerging
full time employees and operates from the sharp fallout in economic activity, diversified loan portfolio, the increase in has been more resilient due to its recent to the loosening of international travel markets. The most direct impact of
eight (8) locations in Jamaica. Dolla bolstered by continued demand for loan arrears was tolerable as customers oil discovery and is estimated to have restrictions, the temporary reopening of this crisis on Dolla’s performance could
also commenced operations in Guyana loans by businesses for working capital were not heavily concentrated in any achieved real economic growth of the local entertainment sector, and the come from an increase in the company’s
in August 2021 through its wholly owned needs.”2 This was also reflected in the single industry. 43.5%3 despite the global economy relaxation of local curfew regulations. cost of funds, which could trend higher
subsidiary, Dolla Guyana Inc. The performance of the company, as both contracting by 3.1%4 during the height This improvement translated in the given the Bank of Jamaica’s (BOJ)
of the pandemic in 2020. The Jamaican performance and asset quality of Dolla recent monetary policy stance amidst
economy on the other hand contracted Financial Services, as the company the high local inflationary environment.
by 9.9%5 during the same year, as the saw a significant improvement in both The Russian/Ukraine crisis will continue
measures instituted by the government metrics year-over-year. The company’s to put upward pressure on commodity
OUR OPERATING ENVIRONMENT to contain the spread of the virus had non-performing loans ratio improved to prices, which would translate into higher
a debilitating impact on the tourism 5.26% when compared to the COVID-19 levels of inflation locally. On April 19th,
Jamaica’s Macroeconomic Indicators (Source: Fitch Solutions-Global Market Insights)3 and entertainment sectors, as well induced figure of 12.11%. It was also able 2022, the Statistical Institute of Jamaica
as resulted in a significant reduction to achieve its highest income and net (STATIN) released data on inflation,
2018 2019 2020 2021 (E) 2022(P) 2023(P) in business opening hours across the profit since inception in 2021. which indicated that point to point
island. The contraction of the Jamaican inflation in March 2022 was 11.3%. This is
Real GDP Growth (%) 1.9 0.9 -9.9 4.1 3.7 2.9 economy would have resulted in a Impact of Russia/Ukraine War on significantly above the BOJ target range
spike in unemployment levels and a Inflation and Interest Rates of 4.0% to 6.0%, which could result in a
GDP per Capita Growth (USD) 5,360 5,369 4,664 4,839 5,436 6,003
reduction in income for many Jamaican further tightening of monetary policy in
citizens, which impacted the operating The Russian invasion of Ukraine has the coming months. Though the increase
performance of Dolla. The impact for disrupted the global economy and interest rates could result in a higher cost
Average Inflation (%) 3.7 3.9 5.3 6.8 11.4 7.3
Dolla would have largely been felt in placed a strain on the road to recovery of funds for Dolla, the company’s spread
terms of its asset quality, as its non- from the pandemic. According to the is higher than traditional financial
Budget Balance (% of GDP) 0.4 1.2 1.0 -2.8 -0.3 -1.7
performing loans ratio increased to International Monetary Fund (IMF), institutions, therefore the effect of this
12.11% in 2020 relative to 5.77% in 2019. Russia’s invasion of Ukraine will affect increase is not expected to immediately
Current Account Balance (% of GDP) -1.8 -2.1 -0.3 -0.7 -0.1 -0.8 Provision for expected credit loss also the entire global economy by slowing impact performance. Dolla is however,
saw a sizeable increase, moving from growth and could fundamentally observing keenly these developments
Total External Debt Stock (% of GDP) 115.0 115.5 129.9 124.3 107.8 96.3 J$13.37Mn in 2019 to J$22.05Mn in 2020. reshape the global economic order in and is prepared to deploy mitigating
Nevertheless, the company was still the longer term7. Beyond the human strategies to protect its spreads and
Import Cover (Months) 4.9 5.7 9.7 8.4 8.3 8.3 able to achieve an increase in income suffering and refugee crisis, the war is revenues should this be required.
30 31
oil and gas sector. As the government of individuals and small businesses to 9.3:0.7. Dolla has taken advantage of
Outlook for Operating and private sector seek to embark on expand or invest in themselves and their this opportunity by developing unique
Environments in 2022 large-scale projects, there is expected ventures to be able to monetize the products and solutions such as our
to be a greater need for financial country’s growth. This will result in Dolla Dolla Elite and Dolla SME Growth, and
Jamaica is poised for economic growth, institutions to advise and assist in the bridging the gap between demand for strategically forging new partnerships
despite the global and local inflationary structuring of agreements. Both the cash and supply. to increase consumer loans. This is
climate and the lingering COVID-19 virus. public and private sectors will seek evident by the Company’s consumer-to-
Real GDP growth is expected to remain to compete on a level playing field, Jamaica’s Micro Finance Sector business loan ratio of 1:2 as at FY ended
positive in 2022 as travel restrictions and joint ventures have already been Analysis 2021.
and domestic containment measures formed. As the oil and gas sector
loosen. Furthermore, effective March 18, develops, it is expected that the local The microfinance industry is well The new microcredit act (MCA), which
2022, the government has withdrawn stock exchange will evolve, and more recognized for its contribution to was passed in January 2021, is expected
all the restrictive measures under the companies will be added to the public economic growth, development, and to have a significant impact on firms in
Disaster Risk Management Act (DRMA). listing15. inclusion in Jamaica. The industry is an the industry. The act aims to bring order
This should result in an extension of important pillar in granting access to to the industry by requiring all firms to
business hours and the resumption Prior to Dolla’s entry into Guyana, the credit to a large segment of Jamaicans be licensed and fully compliant with
of activities in the entertainment microfinance industry was small, owing and is expected to remain relevant for the regulatory framework. It also aims
sector. This should also lead to an to the relative underdevelopment of the the foreseeable future. According to the to reduce the risk of the microcredit
increase in the consumption of goods Guyanese financial sector prior to the Jamaica Association for Microfinancing institution being used to facilitate money
and services, which bodes well for oil discovery. Guyana’s history of cultural (JAMFIN), the sector was responsible for laundering and terrorist financing. The
the performance of the economy in Dolla Financial’s Office in Georgetown, Guyana. and political divisions have effectively over J$20Bn of loans revolving in the Act will also bring microcredit institutions
2022. The IMF is predicting an annual resulted in an underdeveloped nation financial system in 2020. There are an under the regulatory supervision of the
growth rate of 2.7% in 2022 compared plagued by slow development and estimated 200 microfinance companies Bank of Jamaica. The implementation
to the World Bank’s 3.0% prediction. insufficient monetization of natural that are operating in Jamaica, however, of the new act is expected to result in
Meanwhile, Fitch Solutions-Global ExxonMobil began production in the development, real estate, agriculture, resources. Dolla, therefore, has the more than 85% of them are estimated to some amount of industry restructuring
Market Insights is projecting that fourth quarter of 2019, oil exports have and services. It was highlighted that first-mover advantage, being the one be unregulated. Companies who remain and consolidation. This is because
the economy will grow by 4.1%. The primarily driven the Guyanese economy. the best sub sector prospects include of the first companies to introduce unregulated as at July 2022 will incur many smaller and more vulnerable
anticipated economic expansion is Growth in the near-term is also wealth management, investment microfinance products and services penalties under the Microcredit Act, firms are likely to struggle with the
expected to foster improved labour expected to be fuelled by increased banking and financial technology, to the market. The company’s entry 2021. cost of compliance. Dolla has been
market statistics and better stock government expenditure. For the 2022 facilitating mobile payments. Guyana into the market will improve access closely monitoring the MCA since its
market performance. The expansion budget, President Irfaan Ali has voiced has a cash-based economy. However, to credit and efficient provision of Microfinance institutions in Jamaica initial draft and believes that being
of the Real Estate, Construction, and the reallocation of oil revenue towards as the COVID-19 pandemic hit, many financial services to clients who lack primarily serve consumers in the compliant with the new legislation will
Tourism industries should continue to see public projects across Guyana through consumers adjusted to the new reality access to formal financial institutions. public sector, business processing be seamless, since the company has
more jobs being added to the domestic actions such as increased public and adopted the Guyana Telephone Dolla’s services will enable its outsourcing, wholesale, tourism, retail, been embracing provisions of corporate
economy. The improvement in investor assistance grants, pension payments and Telegraph Company’s existing customers to build assets and reduce and construction industries. MSMEs in governance and best practices prior to
confidence, increased consumption and and public-school funding11. Guyana’s Mobile Money Payment System (GT&T). economic vulnerability. With the rapid the transportation, distribution, and its passing. The Company also believes
improvement in the labor market should GDP per capita is expected to amount In the financial technology space, the transformation in several sectors such retail business segments also make up a that the new act will create a more
also result in Dolla seeing a continued to US$9,503 and then further improve company currently has a monopoly. as extracting services, manufacturing, significant portion of the loan portfolios conducive environment to pursue its
improvement in its financial performance to US$11,812 in 2022 (Fitch Solutions- Electronic banking, credit and debit and construction during 2021, as well as in the industry. Competitive rivalry in the growth strategies, particularly through
in 2022. Global Market Insights). This compares cards are the only services provided the expected economic growth in 2022, industry is believed to be relatively high, acquisition. This will result in increased
favourably to Jamaica’s expected by the banking sector. The demand Dolla believes a large-scale sustainable especially in relation to consumer loans, market share, outreach, and economies
Dolla currently earns just a little over outturn of US$4,839 in 2021 and forecast for financial technology is expected to microfinance sector will emerge to cater as loans to this sector are relatively of scale, which outweigh the cost of
2.0% if its income from Guyana, as of US$5,436 in 2022 (Fitch Solutions- skyrocket. Credit cards are increasingly to the needs of individuals and small easier to assess because they are based complying with the act.
operations started in the summer Global Market Insights). This higher GDP being accepted in place of cash by businesses in Guyana. In addition, the on consistent salaries. For example,
of 2021. This environment presents per capita in Guyana is reflective of the businesses13. increasing investment and booming the largest player in the industry has
significant upside to the company’s expected improvement of the economic economy may give rise to the needs a consumer-to-business loan ratio of
future performance and will be a key condition of the average Guyanese Financial institutions in Guyana provide
driver of Dolla’s growth in the coming citizen due to the newfound wealth very limited wealth management
years. According to Fitch Solutions- via the oil discoveries. This bodes well services. However, as the population’s
Global Market Insights, significant oil for Dolla’s venture into the Guyanese wealth grows in tandem with the price
production in Guyana is expected to market, as its citizens are projected to of oil and gas, there may become a
drive economic growth in 2022, with have higher per capita incomes, which high demand for wealth management
forecasted real GDP growth of 46.0%9 . should increase local consumption. services. The Bank of Guyana regulates
Guyana is expected to remain a strong the financial sector, and the Guyana
performer in the medium-to-long term, Guyana’s Financial Sector Prospects Securities Council oversees all wealth
averaging 15.3%10 from 2023 to 2026, management services14.
owing to the expected discovery of According to the International Trade
additional oil reserves and expanded Administration in October 2021, Guyana’s Guyana has considerable infrastructure
production capacities, which may financial sector is well-positioned for gaps that must be filled while
fuel overall headline growth. Since growth12. The drivers include oil and gas generating significant revenue from the
9 https://www.reuters.com/business/russias-war-ukraine-may-fundamentally-alter-global-economic-political-order-imf-2022-03-16/
10 https://www.reuters.com/business/russias-war-ukraine-may-fundamentally-alter-global-economic-political-order-imf-2022-03-16/
11 Fitch Solutions-Global Market Insights
12 Fitch Solutions-Global Market Insights
The Dolla Financial Team at the official opening of the Guyana location in October 2021.
13 WIC News: https://wicnews.com/caribbean/guyana/president-irfaan-ali-indicated-a-fully-loaded-budget-for-guyana-271240132/
14 Fitch Solutions-Global Market Insights
15 International Trade Administration: https://www.trade.gov/country-commercial-guides/guyana-financial-sector
32 33
Financial Highlights
The financial highlights are based on audited financial statements for the financial
years ended June 2017 to December 2021. The data for 2021 represents the groups
consolidated results. During 2020, after the acquisition of a 75% stake by FRPE, the
company’s financial year shifted from June to December to align with our parent
company’s fiscal year end. As a result, the data for 2020 represents 18 months from
July 2019 to December 2020. Year on year view is presented further in this section.
The summary financial highlights of Dolla Financial Services Limited and have been
extracted from the audited financial statements, and prepared in accordance with
the Jamaican Companies Act. The financial statements as at and for the years ended
June 2017, 2018, 2019 and December 2020 and 2021 were authorised for issue by the
board of directors on July 23, 2018, November 28, 2018, April 30, 2020, June 24, 2021
and March 4, 2022 respectively.
The summary financial statements do not include all the disclosures provided in
the financial statements and cannot be expected to provide as complete an
understanding as provided by the financial statements. The full financial statements
for 2021 can be viewed in Section 10 of this document. The financial statements for
the prior years are available at the offices of Dolla Financial Services Limited, 88
Barbican Road, Kingston 6. The full financial statements for 2021 have been reviewed
by PricewaterhouseCoopers Jamaica, who in their report expressed an unqualified
opinion.
34 35
DOLLA FINANCIAL SERVICES LIMITED INCOME STATEMENT
Key Financial Information for Period 2017 - 2021 (Audited)
J$ Millions Total Income/Revenues
Dolla Financial Services Limited
Despite the COVID – 19 pandemic, Total Income (2017-2021)
2017 2018 2019 2020 2021 The Group increased its total income J$ Millions
to J$395.24Mn in its 2021 fiscal year,
INCOME STATEMENT a 56% increase over the prior period 395.2
ended December 2020. The increase
Total Income 23,196 114,930 118,359 253,420 395,242 in income is attributable to the launch
of innovative products which led to 253.4
Net Interest Income 10,433 45,625 92,368 201,690 325,647 increased loan disbursements, access
to capital from the capital markets to
Operating Expense 44141 72,097 105,970 183,707 153,440 expand its loan portfolio, an extensive 118.5
branch network, and sound strategic 114.9
Net Profit Before Tax (22,414) 35,432 (4,460) 17,541 167,797 leadership. During the five-year period
2017 – 2021, the Company consistently 23.2
increased its revenues each year
growing from J$23.20Mn in 2017 to
BALANCE SHEET J$395.24Mn in 2021, resulting in a five-
year compounded average growth rate 2017 2018 2019 2020 2021
Total Assets 96,294 161,645 240,493 334,018 861,094 (CAGR) in income of 76%. The growth
in revenue over the years is explained
Loan, Net of Loan Loss Provision 58,868 121,075 202,493 294,259 750,503 by an increase in net interest income
over the same period which is directly
Total Loans 58,868 124,643 215,865 316,308 792,975 attributable to the increase in funding,
coupled with sound leadership and Dolla Financial Services Limited
Loan Loss Provision (or ECL) - (3,568) (13,372) (22,049) (42,472) revised/new product offerings. Net Interest Income (2017-2021)
J$ Millions
Total Liabilities 151,084 124,373 212,134 324,546 564,110
Net Interest Income
36 37
to an ‘as needed’ basis. Operating end of 2020. This was complemented
expenses for the year totalled by the efficient management of the
J$153.44Mn, down J$30.26Mn or 16.5% company’s expenses, which also led to Dolla Financial Services Limited
over the prior period. The seeming Dolla Financial Services Limited an improvement in its efficiency ratio to
reduction in expenses may be attributed Total Assets
Profit Before Taxation (2017-2021) 39.0% when compared to 72.0% in 2020
to the differences in the reporting J$ Millions
J$ Millions and an average of 114% for the period
periods for 2020 (i.e. 18 months) relative
2017 to 2019. 861.1
12-months for 2021. The year over year 167.8
comparison for December 2021 relative
to December 2020 12-month periods Credit Quality
is discussed further in this section.
Operating expense grew by 248% or Expected credit losses (ECL) on
J$109Mn over the 5-year period. loans amounted to J$42.50Mn as of
December 2021 and were up J$20.40Mn 334.0
35.4
Profit Before Taxation 17.5 over the prior year. Over the 5-year 240.5
(22.4) (4.4) period, ECL to gross loans moved from 161.6
For the financial year ended December 0% in 2017 to 5.36% in 2021. The ECL 96.3
2021, the Company recorded a profit movement is directly attributable to
before tax of J$167.80Mn, an increase of 2017 2018 2019 2020 2021 the growth in the loan portfolio, as
J$150.2Mn or 859% relative to the period well as additional provisions based on
2017 2018 2019 2020 2021
ended December 2020 (J$17.54Mn). The the revised assumptions incorporated
significant increase in profit before tax in the impairment methodology due
was driven by strong growth in income, to the global COVID-19 pandemic.
as well as a reduction in the incremental Dolla Financial Services Limited Non-performing loans (NPLs) to gross
operating expenses each year required Non Performing Loans to Gross Loan (2017-2021) loans moved from 7.4% to 5.26% over Dolla Financial Services Limited
to facilitate the growth. Operating Percentage (%) the 5-year period with a spike in 2020 Loam Portfolio Growth
expense grew by 248% or J$109Mn over driven by the COVID-19 pandemic which J$ Millions
the 5-year period. The growth in profit caused reduced operations in several 750.5
before taxation from a loss of J$22.40Mn key economic sectors and affected
in 2017 to J$167.80Mn in 2021 represents 12.1 some of our clients and their ability to
a five-year compounded annual growth honour their repayment obligations in a
rate of 250%. The Company’s net timely manner. The significant reduction
profit before tax margin also increased in NPLs in 2021 was led by the growth in
the loan portfolio from J$58.86Mn in 2017 324.5
to 42% in 2021, relative to 7% in 2020.
Losses for 2017 and 2019 were driven to J$750.50Mn (or 1175%) in 2021. This
primarily by increases in expenses,
7.4 6.5 5.8 was followed by the implementation
212.1
121.0
particularly staff cost, as the Company 5.3 of a customer assistance program 58.8
expanded its workforce to better meet (CAP), which allowed clients who were
the greater demand of its growing negatively affected by the pandemic
operations. As at June 2019, Dolla’s staff an opportunity to refinance their
complement increased to 24 employees. 2017 2018 2019 2020 2021 existing Dolla loan(s). Management’s 2017 2018 2019 2020 2021
This represents a 50% increase when reinforcement of a culture of strong
compared to 2018 (16 members of staff) and innovative risk management,
and 100% when compared to 2017 (12 governance and collection strategies
members of staff). has positioned the company well
Dolla Financial Services Limited
to support its clients and effectively BALANCE SHEET Loan Portfolio
Expected Credit Loss to Gross Loan (2017-2021)
The growth in profit before tax has manage NPLs over the period. Dolla
Percentage (%)
resulted in a significant improvement has also been able to contain NPLs Total Asset For the financial year ending December
in the company’s return on average by diversifying its borrowers across 2021, the Company reported net loan
equity, moving from 0 and -405% in industries and credit types, limiting The total assets of the Company as outstanding of J$750.50Mn, an increase
6.9 its exposure to any single borrower at the end of December 2021 were of J$426.0Mn or 131% relative to the
2017 and 2018, respectively to 103% at
the end of 2020. The negative return on placing emphasis on secured loans, and J$861.10Mn, an increase of J$527.10Mn, or prior year. The significant increase
2.9 6.2 carrying out detailed due diligence and 158% from the previous year when total in new loan acquisition is primarily
equity in 2018 can be attributed to the
shareholders deficit of J$54.79Mn in 2017 credit assessments before extending assets were J$334.0Mn. Improvement due to increased disbursements, with
5.4 loans. Our collections team has been in profitability partially impacted the management placing a strong emphasis
which was included in the calculation
of average equity when combined with working assiduously to increase the rate balance sheet expansion over the five- on disbursing adequately secured loans
the equity position of $37.27Mn in 2018. of collections with difficult accounts year period ending December 2021. to businesses operating in real industries
The shareholders deficit in 2017 can and have reported a recovery rate However, the significant growth in assets that thrived during the pandemic. These
be attributed to the net loss incurred 0 of 95% on defaults. Through analysis was a result of the expansion of the loan industries included business processing
by the company in 2016, which led to on customer behaviour, patterns and portfolio with a CAGR of 66% over the and outsourcing (BPO), haulage and
negative retained earnings (J$55.79Mn). expansion of the credit team, Dolla’s aim 5-year period. The overall asset portfolio construction, and manufacturing. The
2017 2018 2019 2020 2021 is to increase the recovery rate by an increased by 794% or J$764.8Mn across company also raised J$200.0M through
Nevertheless, over the years Dolla’s
access to capital and investments additional 1% within the coming year. the period 2017 to 2021. This change a private placement funding, and a
results in a significant improvement in is directly attributable to the overall further US$1.0M loan from Derrimon
profit before tax leading to a return growth in the loan portfolio, facilitated Trading Company Limited, from which
on average equity of 103% at the through the undertaking of additional net proceeds were used to support
funding. loan growth. With the introduction of
38 39
a new and innovative suite of products 31, December 2021. This transaction are implored to reach out to their clients
that were tailored to meet our clients’ contributed to an increase in Share to confirm deposits made and reconcile
needs, the demand for loans also Capital from J$63M in 2020 to J$240M existing unidentified deposits
increased during the period. Since in 2021. Lease liabilities increased from
2017, the Company’s net loan portfolio
outstanding has grown at a compound
by J$20.9Mn in 2020 to J$31.5Mn in
2021 and was due to the capitalisation
Dolla maintains a well-diversified
loan portfolio in relation to its sector DOLLA FINANCIAL
average growth rate of 66.0% per
annum. For the financial year ended
of Dolla Guyana Inc. lease which took
effect in June 2021. Long term loans
concentration, ratio of business to
personal loans as well as secured to SERVICES LIMITED
December 2021, Dolla disbursed also increased from J$102Mn in 2020 to unsecured loans. This has allowed Loan Portfolio by Sector as at December 31, 2021
J$1.03Bn in funds to its customers, an J$452Mn. This increase is associated the Company to reduce, on average,
increase of J$563Mn or 121.0% over the with the J$200Mn raised through private the credit risk of the loan portfolio. In
corresponding period a year earlier. The placement as well as US$1.0Mn secured relation to sector diversification, the
significant increase in loan sales also in loans from Derrimon. Unallocated company has placed emphasis on
suggests that the Company’s suite of cash which represents funds lodged to creating value for customers in real
products remains an effective solution to our accounts in error, or from customers sectors such as construction (18%),
the needs of individuals and businesses for whom we have no evidence of manufacturing (14%), and trucking,
both locally and regionally. the account it should be applied to, haulage, and transportation (22%), with
increased from J$2.5Mn in 2020 to an average loan size of J$400k which
Liabilities and Shareholder Equity J$6.4Mn in 2021. The increase is primarily has been strong performers despite the 11%
14%
the result of a J$3.35Mn deposit which pandemic. $87M
$66M
Preference shares declined from represents proceeds from a liquidation
J$186.50Mn in 2020 to J$5.1Mn in 2021. of collateral. The unidentified cash
This is attributable to conversion of balance is as a result of transfers made
1,300,000 preference shares by FirstRock to our accounts for which there are no
Private Equity Limited to equity at details available. Branch representatives
18%
$111M
22%
$139M
12%
$76M
6%
$38M
Other Services
17%
Construction $107M
Business Processing Industry
Manufacturing
Tourism & Hospitality
Trucking, Haulage & Transportation
Retail Industry
As at 31 December 2021, 67% of the loan portfolio represented business loans while the remaining
33% were personal loans. Loans secured by real estate and motor vehicles accounted for two-thirds
(67%) of the loan portfolio, with unsecured loans accounting for the remaining one-third. The high
percentage of secured loans is a contributing factor to the Company’s ability to maintain its relatively
low percentage of non-performing loans.
Dr. Mindi Fitz-Henley accepts a donation of PPE to the University Hospital of the West Indies from Dolla Financial CEO, Kadeen Mairs.
40 41
DOLLA FINANCIAL
SERVICES LIMITED
Business vs Personal Loans
3%
3%
30%
64%
EVERY
DOLLA COUNTS
Cash Resources and Liquidity attributable to increased funding,
which lead to the significant jump in
The company’s Cash and Cash our loan portfolio and overall growth
equivalents grew by 124% over the of the business. Net cash provided
5-year period. For the years 2017 to 2019, by operating activities was J$71.2Mn
cash and cash equivalents remained for 2021, compared to J$46.9 for the
relatively flat however, in 2020, there was prior year. Meanwhile net cash used in
a significant decline due to a dividend financing activities improved to J$61.5Mn
payment of J$34Mn in December in 2021 from an outflow of -J$19.4Mn in
2020 as well as loan interest payments 2020.
of J$27Mn in the same period. The
Company’s cash and cash equivalents
as at December 31, 2021, was J$65.5Mn.
This is relative to J$5.50Mn in cash and
cash equivalents for the prior year.
The significant improvement is directly
42 43
DOLLA FINANCIAL SERVICES LIMITED COMMERCIAL ACTIVITY Dolla Financial Services Limited
Key Financial Information for the 12-month Periods Dec 2020 and Dec 2021 Total Income (2020 - 2021)
J$ Millions The Company began operating in October 2009. J$ Millions
After a 75% acquisition by FRPE, the Directors of
20-Dec 21-Dec A comparison of the Financial Results Dolla made an executive decision to amend the
for 12-months ending December 2020 12-month accounting period from ending June to 395.2
(Un-Audited) (Audited)
(Unaudited) and December 2021 (Audited) the calendar year January to December. As such,
INCOME STATEMENT the financial results for the year ending December
The following discussion is intended 2020 are reflective of 18 months (July 2019 to
Total Income 169,824 395,242 to assist prospective investors with December 2020) and thereafter, 12 months ending
understanding the financial position of December. The below Management Discussion and 169.8
Net Interest Income 103,379 325,647 Dolla Financial Services Limited for the Analysis outlines the events of the 12-month period
period January to December 2020. This of January to December 2020 to allow investors the
Operating Expense 143,116 153,440 provides a 12-month perspective of the opportunity of like for like comparisons.
company’s financials as opposed to the
Profit Before Tax (16,468) 167,797
18-month audited period discussed in the Total Income
previous segment relative the 12 months The company recorded a total income of J$169.8Mn
ending December 2021. The reporting in its 2020 fiscal year, and J$395.2Mn in 2021, a
BALANCE SHEET period representing December 2020 below 132% increase over the 12-month period. The Dec 2020 Dec 2021
is unaudited and the reporting period for increase in income is attributable to the launch of (Unaudited) (Audited)
Total Assets 334,018 861,094 the 12-month to December 2021 is audited. innovative products which led to increased loan
disbursements, access to capital from the capital
Total Loans 316,308 792,975 markets to expand its loan portfolio, an extensive
branch network, and sound strategic leadership.
Loans Loss Provision (or ECL) (22,049) (42,472) Dolla Financial Services Limited
Net Interest Income Net Interest Income (2020 - 2021)
Loans, Net of Loan Loss Provision 294,259 750,503 The Company recorded net interest income before J$ Millions
credit loss of J$103.4Mn in 2020. In 2021, this
Total Liabilities 324,546 564,110
expanded by J$325.6Mn, representing a 215.0%
year on year increase. 325.6
Shareholder’s Equity 9,472 314,984
Net Cash used in Investing Activities (30,951) (3,299) Profit Before Taxation Dec 2020 Dec 2021
For the financial year ended December 2020, the (Unaudited) (Audited)
Net Cash used in Financing Activities (84,161) (62,370) Company recorded a loss before tax of J$-16.5Mn.
The losses are driven by corporate taxes, FX losses
Cash and Cash Equivalents (30,951) 65,587 and other expenses involved in the foundational
growth of the company, particularly staff cost, as
the Company expanded its workforce to better
meet the greater demand of its growing operations Dolla Financial Services Limited
FINANCIAL RATIOS
Total Profit Before Taxation (2020 - 2021)
Profits before taxes increased to J$167.8Mn (1,117%) in J$ Millions
Efficiency Ratio 84% 39%
2021 due to increased Income derived from funding,
Net Interest Margin 35% 43%
strategy, and new loan products.
167.8
Net Profit Before Tax Margin -10% 52% Credit Quality
Expected credit losses (ECL) on loans amounted
Return on Invested Capital -30% 54% to J$42.50Mn as of December 2021 and were
up J$34.3Mn over the prior year. The ECL was
Return on Average Asset -5% 19% impacted by the growth in the loan portfolio, as
well as additional provisions based on the revised
Return on Average Equity -174% 53% assumptions incorporated in the impairment
methodology due to the global COVID-19 (16.5)
Debt to Capital 55% 61% pandemic.
Loan Loss Provision (or ECL) to Total Loans 7% 5% Dec 2020 Dec 2021
(Unaudited) (Audited)
Non-performing Loan Ratio 12% 5%
44 45
result of increased staff costs (mainly was driven mainly by increased loans pace. Furthermore, since our entrance
Financial Results for the Quarter Ending attributable to the acquisition of new payable, the corporate bond payable, as
the year was the provision of short-term
loans. The branch is strategically located in Guyana, we have experienced stable
talent), utilities, and the acquisition in the heart of Georgetown, Guyana’s growth in our loan portfolio and income,
March 2021 and 2022 (Unaudited) of new laptops computers. These
well as a higher corporate tax payable.
capital, which is the hub of commercial which is consistent with our expectations.
DOLLA FINANCIAL SERVICES LIMITED cost increases are consistent with the Cash and Cash Equivalents activities in the country. The services Our observations also suggest that that
Key Financial Information for the Quarter Ending March 31, 2022 and 2021 Company’s expansion and improvement Total cash and cash equivalents were being offered are also the first of its kind there is great opportunity for business
J$ Millions of its operating infrastructure which aided J$2.1Mn as of March 31, 2022 and showed in the country. Total loans and advances loans, particularly equipment financing
the improvement in total revenues and an increase over the comparative period for Dolla Guyana Inc as of March 31, 2021, for mining and construction companies.
net profit before tax. Our efficiency ratio of J$5.3Mn or 171%. The increase is directly was G$78.0Mn or J$57.5Mn. The loan This is based on the number of inquiries
Mar-22 Mar-21
for the period was 45% compared to 58% attributable to repayments in the period. portfolio is well diversified with a blend of and request received. Consistent with
recorded for the prior year’s comparative There is however an overall decrease business and personal loans from various these favourable macroeconomic
INCOME STATEMENT
period. While Jamaica reported J$127.5m when compared to December 2021 of sectors and showed consistent growth conditions and our observations, the
Total Income 141,436 64,257 in total revenues for the period, Guyana J$63Mn or 97%, directly attributable to month over month. Company believes that its newest
Net Interest Income 128,630 43,717
reported a total of J$13.9m. As it relates the increase in loans over the period. subsidiary, Dolla Guyana Inc, has
to operating expenses, Jamaica stood In early 2021, Guyana’s Finance Minister significant potential to expand its loan
Operating Expense 59,218 34,549 at J$58.9Mn while Guyana reported OUTLOOK & STRATEGY noted that the country would be one portfolio, income, and profitability over
Profit Before Tax 65,894 17,035 J$5.2Mn. As a result, the net profit before of the fastest-growing economies in the next five years. The expansion will be
taxes for each country stood at J$60.4Mn Dolla believes there is significant terms of real GDP and would see rapid done through the development of new
and J$5.5m for Jamaica and Guyana growth potential in Jamaica and the transformation in a number of sectors and innovative products and solutions
respectively. Caribbean for short-term personal and especially since the Government that are in line with the needs of the
BALANCE SHEET
microloans to retail consumers and would make efforts to boost the non- individual and business customers, and
Total Assets 939,059 361,485 Credit Quality businesses, respectively reaching a total oil economy as well. For the first half the expansion of the company’s sales
Total Loans 917,612 350,164 For the 3 months to March 2022, of J$900Mn in the next 5 years. The of 2021, Guyana’s real GDP grew by and support team. Furthermore, the
expected credit losses (ECL) on loans Company will continue to strategically 14.5%16 despite the challenges with company has the first-mover advantage,
Loan Loss Provision (or ECL) (47,348) (24,535) amounted to J$47.30Mn as of March expand its branch network both locally the pandemic and the devastating being the first company to introduce
Loan, Net of Loan Loss Provision 870,263 325,628 2022 and were up J$22.8Mn over the and regionally, to increase footprint, floods. Sectors such as extracting microfinance products and services to
corresponding period in 2021. Overall, customer base and market share, services (65%), manufacturing (13%), and the market.
Total liabilities 565,912 341,037
the ECL reduced from 7.01% of total making our products and services more construction (25%) expanded at a rapid
Cash and Cash Equivalents 2,107 (3,164) loans as of March 2021, to 5.16% as of accessible to our valued customers.
Shareholder’s Equity 373,147 20,448
March 2022. This is an indication that Management also intends to pursue new
the quality of our loan portfolio remains strategic partnerships with financiers, Dolla Guyana Inc.
Retained Earnings 134,769 (43,351) strong. Non-performing loans (NPLs) suppliers and customers that will grow Interest Income (Aug 2021 – Mar 2022)
as at the three months ended March its business line and customer base. In J$ Millions
2022 remained at a manageable level. the short term, the Company will also
CASH FLOW These loans represented 5.14% of the prioritize the enhancement of its delivery 4.2 4.3
Net Cash from Operating Activities (51,840) (6,618) overall portfolio, a reduction from 7.59% channels and the improvement of its 3.9
for the corresponding period last year. customer experience through investment
Net Cash used in Investing Activities (12,529) (6,442)
The reduction in NPLs for the quarter in technology such as, the further
Net Cash used in Financing Activities 6,418 4,318 was driven by general improvements development of the functionalities of our 1.7
in the macroeconomic environment, website, the use of mobile applications 1.2
Cash and Cash Equivalents 2,108 (3,164)
growth in the loan portfolio as well and social media to reduce the gap 1.0 0.6
as Management’s reinforcement of a between us, our current and future
culture of strong and innovative risk 0
customers. Dolla will also continue to
FINANCIAL RATIOS management, collection strategies, and focus on improving the Company’s
Efficiency Ratio governance which has positioned the internal processes to increase efficiencies
2
45% 58%
-2
-2
-2
-2
-2
-2
-2
-2
company well to support its clients and at all levels of its operation, while
PT
EC
AR
C
NO
FE
AU
JA
Net Interest Margin 69% 75%
SE
D
O
M
effectively manage NPLs over the period. delivering solutions that are in line with
Net Profit Before Tax Margin 47% 27% Assets – The company’s asset base its clients’ needs. While there is still some
Return on Average Asset 33% 6% increased over the period by J$575.9Mn uncertainty as the Company navigates
to J$934.4Mn as at March 31, 2022. This the global impact of the COVID-19
Return of Average Equity 110% 48% was predominantly as a result of the pandemic, Dolla is confident that it is
Debt to Capital 56% 94% growth in our loan portfolio which grew strategically positioned to weather the
from J$325.6Mn as of March 2021 to storms.
Loan Loss Provision (or ECL) to Total Loans 5% 7%
J$870Mn as at March 31, 2022.
Dolla Guyana Inc.
Non-Performing Loan % 5% 8% The Company’s admission to the JSE
Loan Portfolio Growth (Aug 2021 – Mar 2022)
Loan Portfolio Junior Market will be essential to achieve
The Company recorded net loans its growth objectives. If this Invitation is J$ Millions
Income/Revenues by deepening its customer connections outstanding of J$870Mn for the quarter successful, the funds raised will allow the 59.2 70.0
The Company continued to demonstrate in existing markets. The Company’s ended March 31, 2022. This represents Company to improve its balance sheet 56.4 55.3
its positive performance for the quarter product suite continues to be an effective an increase of J$344.4Mn or 167% when and capacity to raise debt in the future,
ending March 31, 2022, with total solution to the needs of individuals and compared to the prior period ended providing the capital needed to finance 42.5
revenues of J$141.4Mn compared to businesses both locally and regionally. March 31, 2021. The significant increase the expansion of its loan portfolio.
the prior corresponding period’s total The increase in total revenues also in new loan acquisitions is primarily 1.67
revenues of J$64.2Mn. This represents resulted in the Company’s Net Profit due to increased disbursements, with
an increase of J$77.2Mn or 120%. The Before Tax Margin growing from 27% to continued strong demand for both 15.0 15.0
DOLLA GUYANA INC.
increase in total revenues is attributed 47% for the period under consideration. business and personal loans.
to the continued expansion of the For the quarter ending March 31, 2022, In August 2021, the Company established
Company’s loan portfolio which grew the Company’s Net Profit Before Tax was Liabilities its fully owned subsidiary, Dolla Guyana
2
-2
-2
-2
-2
-2
from J$325.6Mn as of March 2021 to J$65.9Mn, a J$48.8Mn increase over the Total liabilities were J$561.2Mn as
-2
-2
-2
Inc, which is incorporated in Guyana. The
PT
EC
AR
C
of March 31, 2022 and showed an
NO
J$870Mn as at March 31, 2022. During prior period. Operating expenses for
FE
AU
JA
principal activity of the subsidiary during
SE
D
O
M
the quarter, the company continued to the 3 months to March period increased increase over the comparative period of
build momentum in loan disbursements by J$27Mn to J$64Mn primarily as a J$220.2Mn or 64.5%. The increase noted 16 Ministry of Finance -Cooperative Republic of Guyana: https://finance.gov.gy/guyanas-economy-grew-by-14-5-percent-in-firsthalf-of-2021-non-oil-economy-by-4-8-
percent-despite-COVID-19-and-may-june-floods/
46 47
SECTION 10
Auditor’s
Consent
and Auditor’s
Report
48 49
Dolla Financial Services Limited
Index
31 December 2021
50 51
Independent Auditor’s Report Independent Auditor’s Report
To The members of Dolla Financial Services Limited (cont’d) To The members of Dolla Financial Services Limited
52 53
Independent Auditor’s Report Dolla Financial Services Limited
To The members of Dolla Financial Services Limited (cont’d) Consolidated Statement of Financial Position
31 December 2021
(expressed in Jamaican dollars unless otherwise indicated)
54 55
Dolla Financial Services Limited Dolla Financial Services Limited
Consolidated Statement of Comprehensive Income Consolidated Statement of Changes in Equity
Year ended 31 December 2021 Year ended 31 December 2021
(expressed in Jamaican dollars unless otherwise indicated) (expressed in Jamaican dollars unless otherwise indicated)
56 57
Dolla Financial Services Limited Dolla Financial Services Limited
Consolidated Statement of Cash Flows Company Statement of Financial Position
Year ended 31 December 2021 31 December 2021
(expressed in Jamaican dollars unless otherwise indicated) (expressed in Jamaican dollars unless otherwise indicated)
58 59
Dolla Financial Services Limited Dolla Financial Services Limited
Company Statement of Comprehensive Income Company Statement of Changes in Equity
Year ended 31 December 2021 Year ended 31 December 2021
(expressed in Jamaican dollars unless otherwise indicated) (expressed in Jamaican dollars unless otherwise indicated)
60 61
Dolla Financial Services Limited Dolla Financial Services Limited
Summary Statement of Changes in Equity Company Statements of Cash Flows
For each of the period ended June 2017, 2018 and 2019, & Dec 2020 and 2021 31 December 2021
(expressed in Jamaican dollars unless otherwise indicated) (expressed in Jamaican dollars unless otherwise indicated)
62 63
Dolla Financial Services Limited Dolla Financial Services Limited
Notes to the Financial Statements Notes to the Financial Statements
31 December 2021 31 December 2021
(expressed in Jamaican dollars unless otherwise indicated) (expressed in Jamaican dollars unless otherwise indicated)
64 65
Dolla Financial Services Limited Dolla Financial Services Limited
Notes to the Financial Statements Notes to the Financial Statements
31 December 2021 31 December 2021
(expressed in Jamaican dollars unless otherwise indicated) (expressed in Jamaican dollars unless otherwise indicated)
66 67
Dolla Financial Services Limited Dolla Financial Services Limited
Notes to the Financial Statements Notes to the Financial Statements
31 December 2021 31 December 2021
(expressed in Jamaican dollars unless otherwise indicated) (expressed in Jamaican dollars unless otherwise indicated)
68 69
Dolla Financial Services Limited Dolla Financial Services Limited
Notes to the Financial Statements Notes to the Financial Statements
31 December 2021 31 December 2021
(expressed in Jamaican dollars unless otherwise indicated) (expressed in Jamaican dollars unless otherwise indicated)
70 71
Dolla Financial Services Limited Dolla Financial Services Limited
Notes to the Financial Statements Notes to the Financial Statements
31 December 2021 31 December 2021
(expressed in Jamaican dollars unless otherwise indicated) (expressed in Jamaican dollars unless otherwise indicated)
72 73
Dolla Financial Services Limited Dolla Financial Services Limited
Notes to the Financial Statements Notes to the Financial Statements
31 December 2021 31 December 2021
(expressed in Jamaican dollars unless otherwise indicated) (expressed in Jamaican dollars unless otherwise indicated)
74 75
Dolla Financial Services Limited Dolla Financial Services Limited
Notes to the Financial Statements Notes to the Financial Statements
31 December 2021 31 December 2021
(expressed in Jamaican dollars unless otherwise indicated) (expressed in Jamaican dollars unless otherwise indicated)
76 77
Dolla Financial Services Limited Dolla Financial Services Limited
Notes to the Financial Statements Notes to the Financial Statements
31 December 2021 31 December 2021
(expressed in Jamaican dollars unless otherwise indicated) (expressed in Jamaican dollars unless otherwise indicated)
78 79
Dolla Financial Services Limited Dolla Financial Services Limited
Notes to the Financial Statements Notes to the Financial Statements
31 December 2021 31 December 2021
(expressed in Jamaican dollars unless otherwise indicated) (expressed in Jamaican dollars unless otherwise indicated)
80 81
Dolla Financial Services Limited Dolla Financial Services Limited
Notes to the Financial Statements Notes to the Financial Statements
31 December 2021 31 December 2021
(expressed in Jamaican dollars unless otherwise indicated) (expressed in Jamaican dollars unless otherwise indicated)
82 83
Dolla Financial Services Limited Dolla Financial Services Limited
Notes to the Financial Statements Notes to the Financial Statements
31 December 2021 31 December 2021
(expressed in Jamaican dollars unless otherwise indicated) (expressed in Jamaican dollars unless otherwise indicated)
84 85
Dolla Financial Services Limited Dolla Financial Services Limited
Notes to the Financial Statements Notes to the Financial Statements
31 December 2021 31 December 2021
(expressed in Jamaican dollars unless otherwise indicated) (expressed in Jamaican dollars unless otherwise indicated)
86 87
Dolla Financial Services Limited Dolla Financial Services Limited
Notes to the Financial Statements Notes to the Financial Statements
31 December 2021 31 December 2021
(expressed in Jamaican dollars unless otherwise indicated) (expressed in Jamaican dollars unless otherwise indicated)
88 89
Dolla Financial Services Limited Dolla Financial Services Limited
Notes to the Financial Statements Notes to the Financial Statements
31 December 2021 31 December 2021
(expressed in Jamaican dollars unless otherwise indicated) (expressed in Jamaican dollars unless otherwise indicated)
90 91
Dolla Financial Services Limited Dolla Financial Services Limited
Notes to the Financial Statements Notes to the Financial Statements
31 December 2021 31 December 2021
(expressed in Jamaican dollars unless otherwise indicated) (expressed in Jamaican dollars unless otherwise indicated)
92 93
Dolla Financial Services Limited Dolla Financial Services Limited
Notes to the Financial Statements Notes to the Financial Statements
31 December 2021 31 December 2021
(expressed in Jamaican dollars unless otherwise indicated) (expressed in Jamaican dollars unless otherwise indicated)
94 95
Dolla Financial Services Limited Dolla Financial Services Limited
Notes to the Financial Statements Notes to the Financial Statements
31 December 2021 31 December 2021
(expressed in Jamaican dollars unless otherwise indicated) (expressed in Jamaican dollars unless otherwise indicated)
96 97
Dolla Financial Services Limited Dolla Financial Services Limited
Notes to the Financial Statements Notes to the Financial Statements
31 December 2021 31 December 2021
(expressed in Jamaican dollars unless otherwise indicated) (expressed in Jamaican dollars unless otherwise indicated)
98 99
Dolla Financial Services Limited Dolla Financial Services Limited
Notes to the Financial Statements Notes to the Financial Statements
31 December 2021 31 December 2021
(expressed in Jamaican dollars unless otherwise indicated) (expressed in Jamaican dollars unless otherwise indicated)
100 101
Dolla Financial Services Limited Dolla Financial Services Limited
Notes to the Financial Statements Notes to the Financial Statements
31 December 2021 31 December 2021
(expressed in Jamaican dollars unless otherwise indicated) (expressed in Jamaican dollars unless otherwise indicated)
102 103
Dolla Financial Services Limited Dolla Financial Services Limited
Notes to the Financial Statements Notes to the Financial Statements
31 December 2021 31 December 2021
(expressed in Jamaican dollars unless otherwise indicated) (expressed in Jamaican dollars unless otherwise indicated)
104 105
Dolla Financial Services Limited Dolla Financial Services Limited
Notes to the Financial Statements Notes to the Financial Statements
31 December 2021 31 December 2021
(expressed in Jamaican dollars unless otherwise indicated) (expressed in Jamaican dollars unless otherwise indicated)
106 107
Dolla Financial Services Limited Dolla Financial Services Limited
Notes to the Financial Statements Notes to the Financial Statements
31 December 2021 31 December 2021
(expressed in Jamaican dollars unless otherwise indicated) (expressed in Jamaican dollars unless otherwise indicated)
108 109
Dolla Financial Services Limited
Notes to the Financial Statements
31 December 2021
(expressed in Jamaican dollars unless otherwise indicated)
18 May 2022
Dear Sirs
Re: Consent letter for inclusion of ‘Auditors’ Reports’ in Prospectus for the issue of
Ordinary Shares of Dolla Financial Services Limited
In accordance with Section 42 of the Companies Act 2004 (Expert’s consent to issue of prospectus
containing statement by him), PricewaterhouseCoopers hereby consents to:-
(1) The inclusion of our ‘Auditors’ Reports’ as set out in Section 10 of this document and as required by
Part II of the Third Schedule of the Companies Act 2004; and
(2) The subsequent issue of this prospectus containing our ‘Auditors’ Reports’ as referred to in part (1).
We further confirm that this statement of consent has not been withdrawn prior to the issue of this
prospectus by Dolla Financial Services Limited on or about 18 May 2022 for registration with the
Registrar of Companies.
GAR:TAT:ich
"PwC" refers to PricewaterhouseCoopers, which is a member firm of PricewaterhouseCoopers International Limited, each member firm of which is a
separate legal entity.
110 111
Dolla Financial Services Limited
Unaudited Interim Financial Statements
31 March 2022
112 113
Dolla Financial Services Limited
Index
31 March 2022
Dolla Financial Services Limited
Index
31 March 2022
Financial Statements
Unaudited Interim Consolidated statement of financial position 1
Unaudited Interim Consolidated statement of comprehensive income 2
Unaudited Interim Consolidated statement of changes in equity 3
Unaudited Interim Consolidated statement of cash flows 4
Notes to Unaudited interim Consolidated Financial Statements 5-7
114 115
Dolla Financial Services Limited Dolla Financial Services Limited
Unaudited Consolidated Statement of Financial Position Unaudited Consolidated Statement of Comprehensive Income
31 March 2022 Quarter ended 31 March 2022
(expressed in Jamaican dollars unless otherwise indicated) Dolla Financial Services Limited
(expressed in Jamaican dollars unless otherwise indicated)
Unaudited Consolidated Statement of Comprehensive Income
Quarter ended 31 March 2022
expressed in Jamaican dollars unless otherwise indicated)
Quarter Quarter
Year Ended
Ended Ended
Note
31 March 31 March 31 December
2022 2021 2021
$’000 $’000 $’000
Total net interest income and other revenue 125,112 51,584 321,237
Operating expenses
Administrative expenses 1 (59,218) (34,549) (153,440)
Profit before taxation 65,894 17,035 167,797
Income tax (6,046) (5,347) (38,248)
Net profit 59,848 11,688 129,549
116 117
Dolla Financial Services Limited Dolla Financial Services Limited
Unaudited Consolidated Statement of Changes in Equity Unaudited Consolidated Statement of Cash Flow Page 4
Page 3
Quarter ended 31 March 2022 Quarter ended 31 March 2022
(expressed in Jamaican dollars unless otherwise indicated) (expressed in Jamaican dollars unless otherwise indicated)
118 119
Page 5 Page 6
Dolla Financial Services Limited Dolla Financial Services Limited
Notes to the Financial Statements
Dolla Financial Services Limited
Notes to the Financial Statements
Dolla
31 March 2022Financial Services Limited 31 March 2022
(expressed in Jamaican dollars unless otherwise indicated) Notesin to
(expressed the Financial
Jamaican Statements
dollars unless otherwise indicated)
Notes to the Financial Statements
31 March 2022
31 March 2022
(expressed in Jamaican dollars unless otherwise indicated)
(expressed in Jamaican dollars unless otherwise indicated)
120 121
Dolla Financial Services Limited SECTION 11
Notes to the Financial Statements Risk Factors
Page
Page77
31 March 2022
(expressed in Jamaican dollars unless otherwise indicated)
Dolla
DollaFinancial
FinancialServices
ServicesLimited
Limited 11.1 In addition to other information the disease referred to as COVID-19 floods or other losses to physical assets,
Notes
Notestotothe
theFinancial
FinancialStatements
Statements set forth in this Prospectus, investors (“COVID-19”), had reached the status and fraud or other criminal activity. This
31
31March
March2022
2022 should consider carefully the risks of a global pandemic (the “Pandemic” definition also includes systemic risk
described below before subscribing or the “COVID-19 Pandemic”). The first (including the risk of accounting errors,
(expressed
(expressedininJamaican
Jamaicandollars
dollarsunless
unlessotherwise
otherwiseindicated)
indicated) for Shares in the Company. These risks instance of COVID-19 in Jamaica was failure to procure appropriate insurance
are not the only ones facing investors. detected in the same month. coverage, and compliance failures),
Quarter
QuarterEnded
Ended Quarter
QuarterEnded
Ended Year
YearEnded
Ended Additional risks, not presently known to legal risk and reputational risk..
the Directors, or that the Directors may 11.6 The Pandemic and the measures
presently consider immaterial, may also adopted by the various governments Credit Risk of Loan Portfolio
31March
31 March 31March
31 March 31
31December
December
impair the Company’s operations. to mitigate the spread of COVID-19,
2022
2022 2021
2021 2021
2021 particularly in the early stages of 11.11 The Company takes on exposure
$'000
$'000 $'000
$'000 $'000
$'000 Admission of the shares to the Pandemic, had a significant and to credit risk, which is the risk that its
5.5.Loans
LoansPayable
Payable the Junior Market of the JSE negative impact on the global economy. customers, clients or counterparties will
Corporate
CorporateBond
BondPayable
Payable cause a financial loss for the Company
Nominal
NominalValue
Value 200,154
200,154 -- 200,154
200,154 11.2 After the Closing Date, and 11.7 Jamaica has not been immune to by failing to discharge their contractual
assuming that the Company is able the impact of the COVID-19 Pandemic obligations. This risk increases at the
Transaction
TransactionCosts
Costs (2,421)
(2,421) -- (3,385)
(3,385)
to raise a minimum of J$250,000,000 and despite the best efforts of local macro-level when there is a downturn
Net
Net 197,733
197,733 -- 196,769
196,769 as a result of the Invitation by the authorities, the Jamaican economy has in the economy. The Company will
Closing Date, the Company will make been severely impacted. The tourism manage its credit risk by:
The
TheCorporate
Corporatebond
bondpayable
payableattracts
attractsinterest
interestatataarate
rateofof 9.25%
9.25%per
perannum
annum an application to the JSE to admit the industry is amongst the hardest hit by
Shares to the Junior Market. However, the Pandemic. Although the Company (a) diversifying its borrowers
Unsecured
UnsecuredNotes
Notes the Company is not able to guarantee is not directly involved in tourism, few of across industries and credit
Unsecured
UnsecuredLoan
LoanNotes
Notes 100,000
100,000 100,000
100,000 100,000
100,000 the full subscription of the Shares in the the Company’s customers are involved type;
100,000
100,000 100,000
100,000 100,000
100,000 Invitation or the admission of the Shares in the tourism industry either directly or (b) limiting its exposure to any
to the Junior Market. indirectly. single borrower;
(c) carrying out thorough due
This
Thisrepresents
representsan
anunsecured
unsecuredsyndicated
syndicatedloan
loanfacility
facilitywhich
whichattracts
attracts Volatility in price of Shares 11.8 Since the onset of the Pandemic diligence and credit
the Company has kept a close watch assessments prior to extending
Derrimon
DerrimonLoan
Loan 11.3 Following their proposed admission on the various industries to which it loans;
Short
ShortTerm
TermFacility
Facility(Guyana)
(Guyana)USD
USD 155,099
155,099 -- 155,044
155,044 to trading on the Junior Market, the has exposure and which have been (d) requiring a satisfactory
155,099
155,099 -- 155,044
155,044 Shares may experience volatility in their severely impacted by the Pandemic. The collateral or guarantor for loans
market price which may extend beyond Company benefits from being diversified exceeding a certain value;
the short term and which may be geographically within the Island and (e) adopting lending policies
Thisrepresents
This representsUSD
USD1,000,000
1,000,000an anunsecured
unsecuredsyndicated
syndicatedloan
loanfacility
facility
dependent on the Company’s financial across industries including having and strategies that meet
for
forDolla
DollaGuyana
Guyanawhich
whichattracts
attractsinterest
interestatataarate
rateofof11%
11%for
for1212months.
months.
performance, as well as on investors’ exposure to the hardware industry which industry standards.
confidence and other factors over which has been resilient.
the Company has no control. Availability of Loan Funding
11.9 The Company has also been
Macro-economic policies proactive in engaging with customers 11.2 The successful operation of the
in order to identify any potential Company depends on its ability to
11.4 Changes in fiscal and monetary repayment issues early and to procure funds for onward lending to its
policies introduced by the Government restructure loans if necessary. loan customers. The Company relies
of Jamaica may affect the behaviour on its ability to secure such funds on
of capital markets including the Junior Operational Risk terms that are sufficiently attractive and
Market of the JSE. Such changes in allow for profitable onward lending to its
policies may create opportunities as well 11.10 The Company operates in customers.
as challenges for the Company. This is several regions of the Island which are
a risk that is not faced by the Company considered high-risk from a money- 11.13 The Company has a number of
alone but also, by any trading business laundering perspective. Although the sources of funding including revolving
although the risk could have particular Company submits all of its borrowers credit facilities with local banks, support
impact on its particular business model. to KYC requirements as part of its from its parent company and internally
onboarding and due diligence process, generated funds. The proceeds of the
it could nevertheless be negatively Invitation will be an additional source of
Covid-19 Pandemic impacted if its internal processes, people funding.
and systems are inadequate. This
11.5 On March 11, 2020, the World Health catch-all category of risks also includes Liquidity Risk
Organisation declared that the novel employee errors, computer and manual
coronavirus (SARS-COV-2), which causes systems’ failures, security failures, fire, 11.14 Liquidity risk is the risk of the
122 123
SECTION 11 CONT’D SECTION 11 CONT’D
Risk Factors Risk Factors
Company incurring losses resulting implementing the recommended best least, and increases substantially the the Company is admitted to listing on
from the inability to meet payment practices to ensure full compliance risk of default. To mitigate this risk, the (d) Client retention risk – such as the Junior Market, it will take advantage
obligations in a timely manner when with the act. Some of these activities company seeks to enter into salary the risk that the Company may of the special concessionary tax regime
they become due or from being unable include updating our method of interest deduction agreements with only well- not be able to retain as on- that is currently in place and will receive
to do so at a sustainable cost. Effective calculation and customer documents known, reputable companies. going clients of the acquired the benefit on the income generated in
liquidity risk management is essential in to reflect effective annual interest rates, business, a sufficient broad Jamaica only. We will be liable to pay
order to maintain the confidence of our conducting fit and proper checks on New accounting rules or standards base of its clients to yield taxes on income generated in Guyana
investors and partners, and to enable management employees and directors. the business result which the (25%) or any other jurisdiction in which
the core businesses to continue to 11.19 The Company may become subject Company anticipated. we expand So, 100% of profits will be
generate revenue, even under adverse Key Personnel to new accounting rules or standards exempted from taxation for the initial
circumstances. To reduce this risk, the that differ from those that are presently five year period. For the remaining five
Company measures and forecasts cash 11.17 It is imperative that the Company applicable. Such new accounting Risks Associated subsidiary’s Country year period, 50% of profits are exempted
inflows and outflows, including off- attracts and retains appropriately skilled rules or standards could require from taxation (this as a listed entity
balance sheet cash flows by currency on personnel, including Chief Executive significant changes in the way the Country risk refers to the economic, enjoys 10-year tax relief by virtue of
a daily basis, and maintains a liquidity Officer, Kadeen Mairs, to accommodate Company currently reports its financial social, and political conditions and the listing on the Junior Market). The
monitoring and contingency plan that growth, establish new services and to position, operating results or cash events in a foreign country that may remission of tax requires the Company
specifies an approach for analysing replace staff whose employment may be flows. Such changes could be applied adversely affect a financial institution’s to meet the ongoing Junior Market
and responding to actual and potential terminated for any reason. Competition retrospectively. This is a risk that is not operations. The Company has requirements for at least 15 years from
liquidity events. for qualified personnel can be intense as faced by the Company alone but also, operations in Guyana and is open the date of listing. Assuming that those
Customer Default or Death there are a limited number of people in by any trading business. The company to further opportunities to expand conditions are met, in the Company’s
Jamaica with the requisite knowledge checks for new accounting rules that regionally. The Company’s financial first 5 years on the Junior Market, the
11.15 The successful operations of the and experience. The Company will need may have an impact on our reporting results may therefore be adversely Company will not be liable to pay any
Company also depend on its customers’ to attract and retain honest, qualified on a regular basis and strives to adopt affected by risks, such as regional corporate income tax. In years 6 to 10
ability to repay the loans that are made personnel and failure to do so could these standards to ensure compliance. political and economic conditions on the Junior Market, the Company will
to them by the Company in their entirety, have a material adverse impact on that adversely affect the Company’s be liable to pay corporate income tax
and promptly. Whole or partial defaults its loan default rates, operating and Risk related to future acquisition availability to borrow funds from at half of the usual rate. If the Company
on loans by customers, or (in the case financial results. This is a risk that is not financial institutions at sufficiently breaches the requirements of the Junior
of payroll loans in particular) the death faced by the Company alone, although The Company anticipates that industry attractive terms for the purposes of its Market it may be liable to repay the tax
of customers, affects the profitability it relies significantly on appropriately restructuring and consolidation will onward lending, amongst others. This is that was remitted. The Company does
of the Company. For its payroll loan skilled and honest personnel for the occur as a result of the implementation a risk that is not faced by the Company not guarantee that the Shares will be
product, the Company also depends operation of its business model. To of the new Microcredit Act. The alone, although the risk could have listed. See Sections 7 and Section 14.2
on the timely payment of its customers’ attract and retain top talent, the Company is therefore on the look- particular impact on its business model. of this Prospectus for further details of
principal and interest by way of salary company has developed a culture of out for acquisition opportunities. The the concessionary tax regime for Junior
deductions. There is a risk that certain providing real learning opportunities acquisition of another micro-credit Tax domicile Market Companies.
employers may delay or withhold the to staff, which facilitates their career company or its portfolio carries inherent
relevant deductions from the Company. growth and development. Furthermore, risks. Some of these risks include the The Company is incorporated in
This risk is mitigated by the Company’s the company maintains a pool of following: Jamaica and its principal financial,
partnership with Guardian Life which candidates who are actively pursuing legal, and accounting advisers and
offers customer creditor life and critical new opportunities. (a) inadequate due diligence auditors are also based in Jamaica. If
illness insurance for unsecured loans. resulting in the assumption
The Company may take steps to recover Default or insolvency of an Employer of legacy risks in the portfolio
the sums from the customers or their which were not ascertained
guarantors. 11.18 In some cases the Company makes and hence were not priced
loans to employees of a company or into the deal or adequately
Regulatory Risk business on terms that repayment is protected by warranties;
affected by direct salary deduction by
11.16 Regulatory risk is the risk that a the employer which is then remitted (b) over-paying for the company or
change in laws and regulations will by the employer to the Company. loan portfolio;
materially impact a security, business, There is a risk that after making such
sector, or market. There are expected deduction an employer may not only (c) integration risks – such as
changes to the MicroCredit Act which fail to pay over the collected sum to difficulties in integrating the
govern the Company’s operations. It is the Company but it itself may go into new business into the existing
anticipated that when the Act becomes insolvency. Under the Company’s business operations of the
operational it will increase our reporting loan documentation, the borrowing Company due not only to
and regulatory compliance obligations employee would still be liable for the technological incompatibility
and hence our administrative costs. The unpaid sum, but the prospect of but differences in business
company has submitted its application getting such a borrowing employee practices, culture and client
to the Bank of Jamaica, and has begun to pay twice is challenging, at the base; and
124 125
SECTION 12 SECTION 13
Professional Advisers to the Company Statutory and General Information
13.1 Statutory Information required from contracting with the Company vi. The directors may exercise
Principal Stockbroker and Financial Adviser to be set out in this Prospectus by either with regard to his tenure or procure the exercise of the
Victoria Mutual Wealth Management Limited section 41 and the Third Schedule to the of any such other office or place voting rights attached to shares in
53 Knutsford Boulevard Companies Act of profit or as vendor, purchaser any other Company in which this
Kingston 5 or otherwise, nor shall any such Company is or becomes in any
1. The Company has no founders or contract, or any contract or way interested, and may exercise
Primary Contact management or deferred shares. arrangement entered into by or on any voting rights to which they are
Mr. Dwight Jackson behalf of the Company in which any entitled as directors of such other
AVP, Capital Markets 2. The Articles of Incorporation fix director is in any way interested, be company in such manner as they
wealthinfo@myvmgroup.com no shareholding qualification liable to be avoided, nor shall any shall in their absolute discretion
876 960 5000 for directors and none has been director so contracting or being think fit, including the exercise
otherwise fixed by the Company in so interested be liable to account thereof in favour of any resolution
general meeting. to the Company for any profit appointing themselves or any
realised by any such contract or of them as directors, officers or
3. The Articles of Incorporation contain arrangement by reason of such servants of such other company,
Auditors the following provisions with respect director holding that office or of and fixing their remuneration as
PricewaterhouseCoopers Jamaica to the remuneration of Directors: the fiduciary relationship thereby such, and may vote as directors of
Scotiabank Centre established. – Article 94(3) this Company in connection with
Duke Street P.O i. Subject to Article 123, the any of the matters aforesaid. –
Box 372 remuneration of the directors shall iv. Any director may act by himself Article 97
Kingston be such amount as the board or his firm in a professional capacity
of directors, or any appropriate for the Company, and he or his firm vii. Any director may from time
committee of the board of directors, shall be entitled to remuneration to time appoint any person who
may determine. Such remuneration for professional services as if he is approved by the majority of the
shall be deemed to accrue from were not a director; provided that directors to be an alternate or
Attorneys day to day. The directors may also nothing herein contained shall substitute director. The appointee
Patterson Mair Hamilton be paid all travelling, hotel and authorise a director or his firm to act while he holds office as an alternate
Attorneys-at-Law other expenses properly incurred as auditor to the Company. – Article director shall be entitled to notice
“Temple Court” by them in attending and returning 94(5) of meetings of the directors and
85 Hope Road from meetings of the directors or to attend and vote thereat as a
Kingston 6 any committee of the directors or v. The directors may give director but shall not be entitled to
general meetings of the Company or award pensions, annuities, be remunerated otherwise than out
or in connection with the business of gratuities, guarantee loans and of the remuneration of the director
the Company. – Article 82 superannuation or other allowances appointing him, Any appointment
Registrars and Transfer Agents or benefits to any persons who so made may be revoked at any
Jamaica Central Securities Depository ii. A director of the Company may are or have at any time been time by the appointer or by a
40 Harbour Street be or become a director or other directors of or employed by or in majority of the other directors and
Kingston officer of, or otherwise interested the service of the Company, or any any appointment or revocation
in, any Company promoted by the company which is a subsidiary of under this article shall be effected
Company or in which the Company the Company and to the wives, by notice in writing to be delivered
may be interested as shareholder or widows, children and other relatives to the secretary of the Company. –
otherwise, and no such director shall and dependants of any such Article 111
be accountable to the Company for persons, and may set up, establish,
any remuneration or other benefits support and maintain pension, viii. A Managing Director shall
received by him as a director or superannuation or other funds or receive such remuneration (whether
officer of, or from his interest in, such schemes (whether contributory or by way of salary, commission or
other company unless the Company non-contributory) for the benefit of participation in profits, or partly
otherwise directs. – Article 84 such persons as are hereinbefore in one way and partly in another)
referred to or any of them or any as the board of directors, or any
iii. A director may hold any other class of them. Any director shall be appropriate committee of the
office or place of profit under entitled to receive and retain for board of directors, may determine. –
the Company (other than the his own benefit any such pension, Article 123
office of auditor) in conjunction annuity, gratuity, allowance or other
with his office of director for such benefit, and may vote as a director 4. The names and descriptions of the
period and on such terms (as to in respect of the exercise of any of Directors of the Company appear
remuneration and otherwise) as the powers of this Article conferred in Section 8 of this Prospectus. The
the directors may determine and upon the directors notwithstanding addresses of the Directors are as
no director or intending director that he is or may be or become follows:
shall be disqualified by his office interested therein. – Article 96
126 127
16. The Company expects to pay the shares made in the ordinary course rate of 331/3% if the payment is
Name of Director Address expenses of the Invitation out of 13.2 Taxation of Junior Market of business on the Jamaica Stock made to a person other than an
the proceeds of its fundraising, Companies: Concessionary Regime Exchange will not attract transfer individual, or 25% if the payment is
Ryan Reid 14 Canberra Crescent, Kingston 6, St. Andrew and the Company estimates that tax. made to an individual. Shareholders
such expenses will not exceed Companies that successfully apply for who are exempt from withholding
Christopher Yeung 14 Canberra Crescent, Kingston 6, St. Andrew J$25Mn (inclusive of legal, auditing, admission to the Junior Market of the • The Schedule to the Stamp tax or who reside in countries
accounting, tax, registrar, listing JSE will benefit from a concessionary Duty Act provides that transfer that have entered into a double
Dane Patterson 53 Shenstone Drive, Kingston 6, St. Andrew (JSE and JCSD), fees payable to tax regime, details of which are set out documents in respect of share taxation treaty with Jamaica may
professional advisors, GCT and below. transfers made in the ordinary be subject to lower or higher rates
Kadeen Mairs 88 Barbican Road Kingston 6, St Andrew marketing) course of business on the Jamaica of income withholding tax on any
• It is assumed that the Company Stock Exchange will not attract dividends they may receive than
Michael Banbury 18 Tangerine Place, Kingston 10, St. Andrew 17. Within the last 2 years preceding will be approved for listing on the Stamp Duty. that applicable to residents of
the date of this Prospectus, no Jamaica Stock Exchange. If so, Jamaica.
Lisa Lewis 29-31 Norbrook Drive, Unit 3c, Kingston 8, St. Andrew amount or benefit has been paid 100% of profits will be exempted • The rate of income tax payable
or given or is intended to be paid from taxation for the initial five-year on dividend income received Prospective investors should seek
or given to any arranger/advisor period. For the remaining 5-year by holders of ordinary shares of advice on the taxation of Junior Market
5. The minimum amount required to nil. The Company also enters into save for Victoria Mutual Wealth period, 50% of profits are exempted companies listed on the Jamaica companies and their prospective
be raised out of the proceeds of contracts for sale and purchase of Management Limited, who by from taxation (this as a result of the Stock Exchange is 15%. Such tax investment in the Company from a
the Invitation to provide for the intellectual property rights in the virtue of a mandate letter dated listed entity enjoying 10-year tax is to be withheld at source. On the professional adviser, and should not rely
matters set out in paragraph 2 ordinary course of its business but November 16th, 2021 are entitled relief). other hand, dividends paid by the on the summary set out above.
of Part 1 of the Third Schedule to such contracts do not involve any to a financial advisory service fee Company to Shareholders who
the Companies Act (the “minimum goodwill, patent or trade marks. and a lead brokerage service fee, in • Section 17(1)(d) of the Transfer are not resident in Jamaica are
subscription”) is J$250,000,000. each case plus GCT. Tax Act provides that transfers of subject to withholding tax at the
12. As at close of business on
6. The Invitation will open for December 31, 2021, the date to 18. The issue is not underwritten.
subscription at 9:00 a.m. on May which the statement of actual
27, 2022 and will close at 4:30 pm financial position set out in Section 19. The material contracts of the
on the Closing Date, June 10, 2022 10 is made up, the aggregate Company are set out in Section 7.8.
subject to the Company’s right to amount of indebtedness of the
close the application list at any time Company was J$461.1Mn. 20. The name and address of the
after 9:00 a.m. on the Opening Date auditors to the Company is:
if Applications have been received 13. No amount is currently PricewaterhouseCoopers
for an amount equal to or greater recommended for distribution by Scotiabank Centre
than the Shares in the Invitation, or way of dividend. The Company’s Corner of Duke and Port Royal
to extend the Closing Date for any dividend policy following admission Streets
reason whatsoever. to the Junior Market of the Jamaica Kingston
Stock Exchange, is described in
7. All Applicants including Company Section 7.10 of this Prospectus. 21. PricewaterhouseCoopers have
Applicants will be required to pay in given and have not withdrawn
full the applicable price per Share 14. No real property is currently their consent to the issue of this
as specified in this Prospectus. proposed to be purchased or Prospectus with the inclusion of
No further sum will be payable on acquired by the Company and the Financial Information, and their
allotment. paid for wholly or partly out of name in the form and context in
the proceeds of this Invitation for which it is included.
8. No previous offer of shares in the the purposes of paragraphs 6 to
Company has been made to the 9 (inclusive) of Part 1 of the Third 22. The Company was incorporated
public. Schedule of the Companies Act. on 14 October 2009 and it has
Notwithstanding the foregoing the carried on business since then.
9. Save as set out in paragraph 17 Company proposes to purchase The Company’s subsidiary is Dolla
below no person has, or is entitled rights to license and commercialise Guyana Inc.
to be given, any option to subscribe intellectual property wholly or
for any shares in, or debentures of, partly out of the proceeds of the
the Company. Invitation for the purposes of those
paragraphs, in the ordinary course
10. As at close of business on of its business.
December 31, 2021, the date to
which the statement of actual 15. Save as set out in paragraph 17
financial position set out in Section below within the 2 preceding years,
10 is made up, the Company held no commissions have been paid, nor
investments in cash and cash bank will any be payable to anyone for
balances of J$65.6Mn. subscribing or agreeing to subscribe
or procuring or agreeing to procure
11. The amount for goodwill, patent, or subscriptions for any shares or
trade marks shown in the Financial debentures of the Company.
Information of the Company is
128 129
SECTION 14 SECTION 15
Documents available for Inspection Directors’ Signatures
Copies of the following documents may be inspected at the offices of Victoria Mutual Wealth The Directors of the Company whose signatures appear below are individually and collectively
Management Limited at 53 Knutsford Boulevard, Kingston 5, St. Andrew between the hours of 9:00 responsible for the contents of the Prospectus and each has signed same pursuant to a resolution of
a.m. to 4:00 p.m. on Mondays to Fridays, up to and including the Closing Date (or the extended the Directors of the Company authorizing the issue of this Prospectus as at the date first hereinbefore
Closing Date as the case may be): stated.
3. The consent of PricewaterhouseCoopers, to the inclusion of their name in the form and context in
which it appears in this Prospectus; Ryan Reid
Christopher Yeung
Michael Banbury
Dane Patterson
Kadeen Mairs
Lisa Lewis
130 131
Appendix II – Key Financial Ratio Calculations
APPENDIX APPLICATION
Appendix I – Application Procedures and Condition Financial Ratios Calculations
Victoria Mutual Wealth Management Limited’s Wealth IPO Edge Portal Application Guide: Please access link here: Net Interest Margin Trailing Twelve Month Net Interest Income/ Avg Earning Assets (Loan- net of loan loss provisions)
https://wealthipo.vmbs.com/welcome
Net Profit Before Tax Margin Profit Before Tax / Total Revenues * 100
1. Download Prospectus
• Navigate to “Offerings” from the main screen.
• Navigate to “More Details” of available IPO offering. Return on Asset Profit Before Tax / Average Assets
• Click “View Prospectus”
Note: A pop-up window will appear to download document with the option to choose destination folder.
Return on Equity Profit Before Tax / Average Equity
2. User Registration
• On your device, visit https://wealthipo.vmbs.com. Debt to Capital Total Debt/ (total debt plus equity)
• Select “Sign Up”
• Complete all the required fields and submit.
Non-Performing Loan Ratio Non Performing Loans / Total Loans
3. Activating User Account
• After registering as a new user, go to the email used in the sign-up process. Loan Loss Provision or (Expected
Loan Loss Provision/Total Loans
Credit Loss) to Gross Loans
• Click the link received in the email to confirm your email address.
• Log into the platform
4. Account Log In
• Navigate to the home page.
• Select “Log in”
• Enter email address & password credentials used to sign up.
• Click Log In button.
Note: If password is forgotten, use the ‘forget password’ feature to create a new password.
Appendix III – Sources
5. Register JSCD Account & Add Joint Holder(s)
• Log in. https://bankofguyana.org.gy/bog/images/research/Reports/Sep2021.pdf
• Go to the “My Accounts” Tab
• Navigate to “Add Account” https://www.trade.gov/country-commercial-guides/guyana-financial-sector
• Complete all required fields.
• Review details and click Submit. QMPR Press Conference February 2021 - Governor Richard Byles » Bank of Jamaica (boj.org.jm)
132 133
Financial
Services
We Lend
Unit No. 1 Barbican Business Centre, 88 Barbican Road, Kingston 6, St. Andrew, Jamaica
134