Custodian’s shares are 100% listed on the Nigerian Stock Exchange and are widely held by Nigerian and international investors ( including Aureos Africa Fund LLC, a private equity fund), with no single investor having a controlling interest. The top 7 shareholders have less than 50% of Custodian’s total shares. The Chairman, Chief Ade Ojo is the largest shareholder with a shareholding of 17%, while the Managing Director, Mr. Wole Oshin, has a shareholding of 13% in the Company. Aureos Africa Fund LLC holds 7% stake in Custodian.

IFC will invest up to $12.5 million in a convertible debt.

12.50 million (USD)

Product Line	IFC Investment (million USD)
Risk Management
Guarantee
Loan	12.50
Equity

* These investment figures are indicative

Custodian is headquartered in Lagos and operates across Nigeria. The Company sources business essentially through brokers and its own sales force.

1. Insurance Sector Development: IFC''s support for Custodian will enhance the growth and development of the Nigerian insurance sector, thus improving the sector''s contribution to the Nigerian economy;
2. Entrepreneurship and Employment: IFC''s involvement in the Insurance Sector through Custodian will promote growth of business activities and employment in Nigeria. Entrepreneurial activities will be encouraged by the availability of appropriate and effective insurance products for risk management;
3. Government Revenues: By enhancing the capacity of the insurance sector to support business activities and employment, IFC''s investment will also enhance the growth of government revenues from taxation of insurance and other business activities;
4. Long-Term Funding Source: IFC''s support for Custodian will also facilitate the generation of long term funds through the growth of insurance premiums, thereby addressing the shortage of local currency financing for infrastructure development in Nigeria.

The Nigerian insurance industry still faces regulatory and structural challenges, and has developed inadequately compared to the Nigerian banking sector. In such a context, IFC has the opportunity to play a strong role and provide significant "additionality" in this Project in the following areas:
(i) Stamp of Approval: The investment will demonstrate IFC''s support for the ongoing reforms in the Nigerian insurance sector, as well as IFC''s contribution to the industry''s growth and capacity building. More specifically, in a fragmented insurance market, characterized with some lack of transparency, IFC''s investment would be an "endorsement" of Custodian''s ethical and transparent way of doing business, which would substantially improve the Company''s profile.

(ii) Sustainable Growth: During the project appraisal Custodian has expressed interest in establishing an internal system to identify and manage environmental and social risks as well as strengthen the corporate governance framework with IFC''s help. IFC will therefore support the Company in designing and implementing a Social and Environmental Management System (SEMS), and a Corporate Governance Improvement Plan (CGIP).

(iii) Insurance Expertise: Custodian will benefit from IFC''s global insurance expertise as the Company develops new products and enters new market segments where the Company is relatively inexperienced.

(iv) Regional Expansion: The Company will benefit from IFC''s knowledge of regional insurance markets.

This project has been classified as a Category FI project according to IFC’s Environmental and Social Review Procedure. During appraisal, IFC analyzed the FI portfolio for types of insurance provided and industry sectors, and analyzed the potential Social and Environmental risks associated with the company’s activities. Custodian is a general, non-life insurance company providing personal insurance (motor, accident) and corporate/commercial insurance. Based on the review IFC determined as the Applicable Performance Requirements the IFC Exclusion List, the applicable national social and environmental laws and regulations as well as the IFC Performance Standards. IFC also assessed Custodian’s E&S risk management practices and capacity, and appraised the company’s labour practices. Custodian has no ESMS in place and does not undertake E&S due diligence. Custodian’s labour and working conditions were found to be in compliance with the requirements of Performance Standard 2 except that anti-sexual harassment and grievance procedures are not in place. Based on the Applicable Performance Requirements and FI ESMS and capacity review Custodian, will be required to (i) Identify responsible, qualified persons to manage and implement the ESMS prior to commitment, (ii) Develop an Environmental & Social Management System (ESMS), prior to disbursement to the satisfaction of IFC, (iii) develop an ESMS roll-out and training plan to ensure effective implementation of the ESMS, prior to disbursement (iv) Commit to implement the ESMS, to ensure that its activities are in compliance with the Applicable Performance Requirements; (v) Undertake a review of its portfolio to determine if there are any Exclusion List activities; (vi) Finalize and provide for IFC’s review an anti-sexual harassment and grievance policy for inclusion in the HR Manual and (vii) Submit a periodic report to IFC as per a format to be provided by IFC.