INTEGRITY

PERFORMANCE
20
TEAM
WORK 23 EXECUTION

EXCELLENCE

STRATEGY

EXECUTION RESPECT
EXCELLENCE

P R O V E N 2 0 2 3 A N N U A L R E P O R T
 CORE VALUES

PERFORMANCE
RESPECT
INTEGRITY
TEAMWORK

VISION STATEMENT

PROVEN is the Caribbean’s

premier provider of
financial solutions

2023 ANNUAL REPORT

1
 NOT ALL
FUND MANAGERS
ARE
EQUAL
Over 2 decades of Pension Administration
and Fund Management experience.

One of the largest Pension Fund management

companies in the industry.

We have a team of qualified and experienced investment

professionals who are dedicated to providing stellar
investment returns.

CONTACT US TODAY TO LEARN MORE (876) 908-3800-2 pwlpensionadmin@provenwealth.com

Table of Contents
Directors’ Report . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4
PROVEN Group Corporate Structure. . . . . . . . . . . . . . . . . . . . . . . . 6
Company Profiles & Reports . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7
Notice of Annual General Meeting. . . . . . . . . . . . . . . . . . . . . . . . . 20
Chairman’s Report. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 21
Business Performance Snapshot. . . . . . . . . . . . . . . . . . . . . . . . . . . 22
Directors’ Profiles. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 24
Corporate Information . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 27
Policies & Governance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 28
Leadership Team and Profiles. . . . . . . . . . . . . . . . . . . . . . . . . . . . . 30
Our Top 10 Shareholders. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 33
Directors’ Shareholdings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 34
Management Discussion & Analysis. . . . . . . . . . . . . . . . . . . . . . . . 35
Ten-Year Statistical Review. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 44
Corporate Social Responsibility. . . . . . . . . . . . . . . . . . . . . . . . . . . . 46
Corporate Governance. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 52
Audit & Compliance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 56

2023 ANNUAL REPORT

Consolidated Financial Statements. . . . . . . . . . . . . . . . . . . . . . . . . 59
Company Financial Statements. . . . . . . . . . . . . . . . . . . . . . . . . . . 163
Notes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 221
Notes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 222
Form of Proxy. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 223

3
 Directors’ Report
The Board of Directors is pleased to present
the Annual Report, with the Consolidated Financial Highlights
March 2023
Audited Financial Statements for PROVEN Group
US$ ‘000
Limited, for the year ended March 31, 2023. This
year’s report highlights many, though certainly
not all, of the Company’s accomplishments and 49,642
Operating revenue net
activities for the financial year, as well as the of interest expense

strategic vision for the future.

The core performance of the company remained strong during the financial year ended March
31, 2023, with solid revenue growth from most of the subsidiaries and associated companies.
Net profit for the financial year was however negatively impacted by the material impairment
131,634
Shareholders equity
of investments in associated companies and intangible assets due to the reassessment of the
carrying value of the assets, in addition to a significant reduction in the share of profits from
associated companies. While management accepts that these are appropriate current values,
the impairments may be reversed in the future with improved results from these subsidiaries
and associated companies.

Financial Highlights:
March 2023 March 2022 March 2021 March 2020
US$ ‘000 US$ ‘000 US$ ‘000 US$ ‘000

Operating revenue net of interest expense 49,642 29,498 23,267 56,841

(Loss)/ Profit after Income tax and extraordinary item (5,361) 14,910 13,097 32,242
2023 ANNUAL REPORT

(Loss)/ Profit attributable to equity holders of the

(4,864) 11,967 11,532 29,979
parent after Income tax and extraordinary item
Shareholders’ equity 131,634 141,061 161,681 99,010
**March 2020 includes extraordinary items
**March 2022 restated

Details of these results along with a comparison of the previous year’s performance are set out in the Management Discussion and Analysis and
the Financial Statements which are included as a part of the report.

4
Auditors: clients have continued to experience the
In accordance with Sections 106 and 108 of the Company’s Articles of Association, a resolution same high-quality, professional service that
proposing the appointment of the auditors and for the directors to fix the auditor’s remuneration has characterized our Company. We are
will be put to the Annual General Meeting. grateful for the oversight provided by the
Company’s management and proud of the
Directors: efforts of our people. PROVEN continues
The directors who served the Company since the last Annual General Meeting are: to grow because of the dedication and
Mr. Hugh Hart (Chairman) Mr. Garfield Sinclair commitment of our management and team
members across all portfolio companies.
Mr. Rhory McNamara (Company Secretary) Dr. John Paul Clarke
We use this opportunity to thank all our
Mr. Jeffrey Gellineau Ms. Anya C. Chow Chung
stakeholders for their continued support,
Mr. Avinash Persaud Ms. Neycha Soodeen especially our shareholders, clients,
partners, and the communities in which
At the end of the year Mr. Hugh Hart ceased to be a Director and Chairman upon the tendering of we operate as we work together for the
his letter of resignation retiring as Director and Chairman of the Board effective March 31, 2023, continued success of the Company.
having served the Company as Chairman since PROVEN’s inception more than 13 years ago.
By order of the Board
Mr. Hart contributed his vast experience in the legal and financial sectors and led with deep
humility, exceptional diplomacy and notable wisdom. The Board places on record its appreciation Dated this August 29th, 2023
for the valuable contributions made by Mr. Hart in all areas of the Board’s functioning during
his tenure and would like to extend its sincere gratitude to Mr. Hart for his stewardship of
the Company.
Mr. Rhory McNamara, the Deputy Chairman, Director and Company Secretary assumed the
role of Chairman of the Board, effective March 31, 2023. Mr. McNamara has been a Director of
PROVEN since January 2010 and has been instrumental in proficiently guiding the Company’s
Sherri Murray
affairs as an eminent St. Lucia based Attorney at Law and licensed corporate/secretarial service
Company Secretary
provider. The Board is confident that Mr. McNamara will lead the Board with astuteness
and vision.
The governance framework facilitates a balance between the Board’s role of providing direction
and oversight with accountability to support acceptable risk parameters, consistent compliance
with regulations, standards, and codes relevant to the Group. At the same time the Board
encourages entrepreneurship and innovation, which are recognized as key drivers of Group
performance. The board is confident that the current composition provides an effective balance
of diverse perspective, skills and experience which will ensure the continued effectiveness of

2023 ANNUAL REPORT

the board’s performance in its role. Each director has served impeccably and has outlined their
commitment to continue to serve for the next financial year.
Despite the uncertainty and challenges of the current economic environment where the effects
of the COVID-19 pandemic continue to linger on lives and livelihood and geopolitical tensions
and social unrest relating to the Russia-Ukraine war continues to disrupt global financial
stability, we are proud of the Company’s unwavering response to these difficult times. Our

5
 PROVEN Group Corporate Structure
(MAIN OPERATING COMPANIES AS AT MARCH 31, 2023)

PROVEN Group Limited (PGL)

Domiciled in St. Lucia. Listed on
the Jamaica Stock Exchange

PROVEN Bank Holdings

Limited (PBHL) PROVEN Bank (Cayman) Limited PROVEN Bank (St. Lucia) Limited
100% Owned. Domiciled in the Cayman Islands 100% Owned. Domiciled in St. Lucia
100% Owned.
Domiciled in the Cayman Islands

PROVEN Wealth (Barbados) Limited

100% Owned. Domiciled in Barbados

PROVEN Wealth Limited

100% Owned. Domiciled in Jamaica
PROVEN Wealth (Bermuda) Limited
PROVEN Investments 100% Owned. Domiciled in Bermuda
Holdings Limited (PIHL) PROVEN Wealth (Cayman) Limited
100% Owned. Domiciled in Cayman
100% Owned. PROVEN Wealth (BVI) Limited
Domiciled in St. Lucia 100% Owned. Domiciled in BVI
PROVEN Properties Limited
100% Owned. Domiciled in St. Lucia

PROVEN Holdings Limited (PHL)

100% Owned. Domiciled in St. Lucia

Roberts Manufacturing Heritage Educational Funds International Inc.

Heritage Education Funds
Int’l (Jamaica) Limited
Company Limited 100% Owned. Domiciled in Canada
100% Owned. Domiciled in Jamaica
50.5% Owned.
Domiciled in Barbados Access Financial Services Limited
2023 ANNUAL REPORT

24.72% Owned. Domiciled in Jamaica

JMMB Group Limited

20.01% Owned/ Associate
Domiciled in Jamaica

6
Company Profile
Strategic Focus -
Execution Excellence
At PROVEN Group, we believe that true excellence lies not just
in setting ambitious goals, but in our unwavering dedication
to achieving them. Execution is paramount and it’s where our
team truly delivers. Throughout the year, we have focused on
translating strategies into tangible actions, ensuring that every
decision made and every initiative undertaken, aligns with our
stakeholders’ objectives and clients’ financial aspirations.

Our commitment to Execution Excellence extends beyond the

numbers; it reflects our dedication to innovation, sustainability
and quality. As we navigate the complexities of the financial world,
we remain steadfast in our pursuit of excellence, with an innate

2023 ANNUAL REPORT

belief that our clients deserve nothing less.

We. Are. PROVEN.

7
 Business Reports
WEALTH
PROVEN Wealth serves as the foundation pillar under the PROVEN Group of Companies and
first-class
offers first-class wealth management solutions and services, managing billions of dollars in
investments on behalf of its clients – individual and corporate, across the region and internationally. wealth
The subsidiary operates in two Regions: management
• Region 1 - Cayman Islands, Bermuda, BVI and Barbados
• Region 2 - Jamaica and the Bahamas
fully come on stream in Q2. This platform
We continue to uphold our commitment of delivering top-tier service and investment guidance to will empower and heighten clients’ ability
our clients. Our client-centric approach distinguishes us from competitors, and we continuously to effortlessly manage accounts and
explore innovative strategies to maintain a competitive edge delivered through an experienced conduct transactions at their convenience,
team with expertise spanning decades of years of knowledge. reinforcing our dedication to accessibility,
Region 1 personalisation and security.
At PROVEN Wealth, we are dedicated to upholding and delivering on our brand promise, which In a landmark achievement, our Investment
entails providing the best advice and solutions for our clients. Our aim is not only to be a leading Banking team orchestrated a successful
financial institution on and offshore but also to cultivate an exceptional corporate reputation. US$20M loan arrangement for the
Our strategy is firmly grounded on three fundamental principles. Firstly, we prioritize Government of the Bahamas through
delivering a best-in-class experience to our clients, ensuring their needs and objectives are our Heritage portfolio. These funds were
met comprehensively. Secondly, our goal is to become the most admired and respected firm strategically allocated to forge housing
within our region, a testament to the high regard in which we are held by both clients and solutions that benefit working class
peers. Lastly, we are committed to pursuing sustainable and profitable growth, guaranteeing Bahamians, exemplifying our profound
that our clients and stakeholders reap the rewards of our successful endeavors. impact on regional development.

The holistic approach we take, considers what truly matters to clients in their business and A pivotal accomplishment achieved in
personal lives, both now and for future generations. By building solid foundations and providing 2021 was the seamless integration of the
pure wealth management solutions, we forge enduring relationships. The organisation’s emphasis Heritage International Education Savings
on personal connections, international network, and resources enable us to address diverse Plan portfolio to augment the offerings
needs, seize opportunities, and adapt to changes for the benefit of our clients and organization. within the PROVEN Wealth portfolio. We
are pleased to launch the new client portal,
Our ambition is clear - to be the preferred choice of investors and to achieve resounding success affording Heritage members access to their
2023 ANNUAL REPORT

for all our stakeholders. By upholding our principles and leveraging our strengths, PROVEN plan details and fund performance data,
Wealth will continue to thrive and make a significant impact in the wealth management industry. underscoring our unwavering commitment
to fostering education within the region.
Region 2
For the year in review, PROVEN Wealth – Region 2 has honed and refined our strategy by As we navigate the dynamic economic
segmenting our client base to address distinct needs and requirements. This transformation is landscape, we actively seek opportunities
tied to a focus for greater client intimacy and unparalleled service delivery which has led us to to enhance performance, pivot strategically,
directly serve clients across three tailored segments: 1. Premium, 2. Private and 3. Corporate and drive business growth through
Client Services. Additionally, our commitment to digital advancement has led to the almost innovation. Together, we forge ahead
completed development of our new electronic platform, PROVEN Connect, scheduled to toward excellence.

Simona Watkis - President & CEO, PROVEN Wealth - Region 1 | Luwanna Williams - President & CEO, PROVEN Wealth - Region 2
8
 BANK
PROVEN Bank emerged from a rebranding and restructuring exercise as part of PROVEN
Group’s efforts to establish a unified brand identity. The rebranding reinforces the Group’s
dedication to providing a seamless and integrated banking experience across its Banking Pillar.
The adoption of a common brand in Cayman and Saint Lucia not only enhances recognition
but also signifies a shared commitment to delivering exceptional banking services.

The Bank and its subsidiaries, collectively referred to as the Bank, offer a full range of retail and
private banking services, including internet and telephone banking, acceptance of deposits,
granting of loans and the provision of foreign exchange services through each of its two (2)
operating banks in Grand Cayman and Saint Lucia. seamless &
PROVEN Bank (Cayman) (The Bank) is incorporated under the Companies Act, as revised,
of the Cayman Islands and is licensed under the Bank and Trust Companies Act, as revised,
integrated
as a Category A Bank to carry on banking business in the Cayman Islands, subject to certain
restrictions contained in the terms of the licence. banking
PROVEN Bank (Saint Lucia) holds a Class A Bank license under the International Banks Act,
Cap. 12.17. It operates as a wholly owned subsidiary of PROVEN Bank (Cayman) Limited, with
experience
a representative office in Panama. The Bank is regulated by Saint Lucia’s Financial Services
Regulatory Authority (FSRA) and the Cayman Islands Monetary Authority (CIMA), ensuring
compliance with regulatory standards. related income and a change to PROVEN
The Bank offers a comprehensive suite of multi-currency banking services that facilitate seamless Bank (Cayman) Limited’s Investment
cross-border transactions with access to international multi-currency transfers, foreign exchange classification from fair value through profit
services, and eBanking solutions. Key products include multi-currency accounts supporting and loss to amortized cost which resulted
fourteen different currencies, allowing clients to hold funds on demand or fixed-term deposits in the reversal of approximately $1M in
and a full suite of credit products such as mortgages, personal lending, overdraft facilities and fair value losses. Total administrative and
credit cards. These services are supported by a personalized, multilingual service, emphasizing general expenses increased YOY due to
the Group’s commitment to delivering a human touch alongside technological convenience. transition costs related to the acquisition of
the Bank, rebranding and marketing costs
The Bank’s dedicated team of professionals focuses on building lasting relationships with clients, and salaries and employee benefits. The
taking the time to understand their specific financial goals and providing tailored advice and Bank’s total assets increased by $284M YOY
support. While leveraging technology to offer convenient digital banking solutions, the Bank due to the acquisition of PROVEN Bank (St
recognizes the importance of personalized service, ensuring that clients receive the attention Lucia) Limited. On a solo basis, total assets
and guidance they require. decreased year on year by 8.5% and 16% for
PBSL and PBCL respectively. The shrinkage
• Segment Report in the asset base was due to a decrease
The Bank recorded a net profit of $6.04M for the fifteen-month period ended March 31, 2023
2023 ANNUAL REPORT

in financial assets to fund the reduction in

despite operating within a volatile financial and operating environment. This is compared to a the Bank’s main financial liabilities, its client
net loss of $875K for the twelve-month period to December 31, 2021. The Bank changed its year deposits. The Bank remains adequately
end from December 31 to March 31 to be in line with the PROVEN Group’s reporting period and capitalized with total equity increasing from
therefore results are presented on a fifteen-month basis. Total assets and equity stood at $640M, $39M to $65M due to a capital injection of
and $65M respectively. The strong financial performance of the Bank was driven by an uptick in $3M by the Bank’s ultimate parent, PROVEN
net interest income due to solid growth of 13% in the loans and advances portfolio and the rising Group Limited, $22M due to the acquisition
interest environment globally which benefited both the loans and securities investment portfolios. of PBSL and increased profits of $6.04M. The
Within the Cayman Islands, USD and KYD prime rates are linked to US prime which rose from capital adequacy ratio of the Group stood
3.25% to 8% during the period. The Bank’s total income also increased YOY due to increased card at 18.02% as at March 31, 2023.

Christopher Williams - Co-Founder & CEO, PROVEN Group | Interim President & CEO, PROVEN Bank
10
 (PROVEN BANK CONTINUED)

• Forward Statement – Keep Moving with Us!

As the Bank embraces its positioning within the PROVEN Group of companies and the offshore,
personal and corporate banking space, it remains committed to delivering exceptional banking
services, supporting cross-border transactions, and providing a personalized approach to meet
the unique needs of its clients. With its strong regulatory oversight, varied product offerings,
and highly dedicated team of financial services experts across the Caribbean region, PROVEN
Bank is well positioned to serve as a trusted partner in the financial journey of its clients.

The Bank foresees that it will continue to operate within a high inflation and rising interest rate
environment over the next year, however we remain committed to staying close to our major
stakeholders and customers, providing sound financial strategies and solutions as we navigate
through these times.

PROPERTIES
PROVEN Properties - a wholly owned real estate investment and development subsidiary of
PROVEN Group Limited focusing on residential and commercial real estate in the Caribbean.
The company’s accomplishments thus far are well known, and we have steadfastly built a
solid reputation of successful execution of several iconic and highly sought-after residential
developments in Jamaica and in the Cayman Islands.

For the fiscal year completed, we have successfully completed construction on two major
residential projects in Jamaica, Via at Braemar and The Cesar and handed over the development
to the new homeowners. In addition, we have increased our rental portfolio in the Cayman Islands
to include two (2) condominium units at the Rum Point Club and entered their logistics sector,
with the purchase of three (3) warehouse units at Ashgo Place. As a premier Caribbean real estate
investment and development company, one of our strategic priorities is a geographically diverse
portfolio of prime real estate assets under management comprising residential, commercial,
and industrial development projects that yield attractive returns for our investors, partners
and shareholders. The company is poised for continued growth, led by innovative executive
focused on
management and a team of trusted financial, marketing, and development management experts.

• Focus and Commitment

sustainable
The business of real estate investment and development can be risky, but amid volatility, great
opportunities abound for those who are resilient and ready to tackle the various challenges that
& aggressive
may arise. PROVEN PROPERTIES is uniquely positioned to take advantage of these opportunities
growth of our
2023 ANNUAL REPORT

by deploying creative deal structures and capitalizing on targeted marketing tactics that are

real estate
aligned with the company’s philosophy of value creation and sound corporate governance.
We are focused on sustainable and aggressive growth of the company’s real estate portfolio
by strategically investing in real estate opportunities that will align with the way people will
live, work and use real estate in the future.
portfolio
The company has a strong deal pipeline in Jamaica and the wider Caribbean. We will thrive by
continuing to leverage technology, capitalize on mutually beneficial partnerships, effectively
allocate capital and leverage our internal strengths to optimize operational efficiency, and
achieve execution excellence.

Aisha Campbell - CEO, PROVEN Properties

12
 PRIVATE CAPITAL
PROVEN Private Capital encompasses proprietary private debt and equity investments and operates as a distinct pillar focusing on investments
not covered by Wealth, Bank and Properties. This includes strategic investments in affiliated entities, both in the financial and real sectors, and
opportunistic ventures. Currently our holdings are in Access Financial Services Limited, JMMB Group and Roberts Manufacturing in Barbados.

2023 marks a crucial phase in the evolution of Private Capital, following the strategic reorganisation of the Group. As the competitive landscape
intensifies, our approach is anchored in the hallmark PROVEN DNA of agility and adaptability.

• Focused and Disciplined Approach

Our foremost mandate is to channel smart and patient capital towards nurturing Caribbean growth prospects in future-proof industries. Achieving
sustainable growth within this segment hinges on building a robust operational framework and bolstering capacity proactively, aligning with our
commitment to creating value in existing Portfolio Entities. This strategic groundwork positions us to expand the portfolio through medium-term
capital commitments in businesses aligned with our Investment Thesis, aiming to harness value and foster enduring growth.

• Guiding Value Creation and Resilient Strategy

To ensure a resilient and value-driven approach, we have cultivated a range of practices that underpin our commitment to our Portfolio Companies:

• Active Engagement
We collaborate closely with the boards and management of our Portfolio Companies, aligning their strategies with PGL’s corporate vision to
achieve value creation targets.

• Performance Monitoring
Regularly assessing the progress and key metrics of our Portfolio Companies enables us to identify areas for enhancement and make
necessary adjustments.

• Relationships and Collaboration

Our approach emphasizes fostering robust relationships and leveraging networks, capacities, and capabilities to drive performance.

• Flexibility and Adaptability

We acknowledge the evolving nature of business landscapes and remain flexible and adaptable, prepared to recalibrate strategies as
circumstances dictate.

As we continue to champion transformational growth and navigate the ever-changing financial landscape, PROVEN Private Capital stands as a
testament to PROVEN Group’s commitment to delivering long-term value and sustainable success. Through deliberate and focused actions, we
look forward to unlocking potential, nurturing growth, and contributing to a prosperous future.

PROVEN PRIVATE CAPITAL (PPC)

2023 ANNUAL REPORT

We invest in opportunistic private equity and debt transactions in various sectors and asset
classes purchased at attractive entry prices with a medium-term investment horizon.

ETHOS VALUE PROPOSITION COMMITMENT

The premier to transform while delivering

deployer of smart Caribbean growth sustainable cash
and flexible capital opportunities into returns to investors
enterprises (5-10 yrs)

Nerisha Farquharson, CFA - Vice President, Private Capital

14
GET MOBILE
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• E-STATEMENT

• PORTFOLIO MANAGEMENT

• ORDERS & REQUEST

• TRANSACTION HISTORY

WEALTH MADE EASIER

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@weareproven
 ROBERTS MANUFACTURING COMPANY LTD.
Company Profile
Roberts Manufacturing Co. Limited (RMCO) is a leading manufacturer of shortening, margarine
and cooking oil products based in Barbados. Its subsidiary, Pinnacle Feeds Ltd., leads the local
market in manufacturing poultry and livestock feed, and also produces dog food sold under
the Robert’s brand. For over 75 years its home brands and private label products have been
distributed across 15 countries in the Caribbean, USA and Canada.

The company has grown through the years with a current staff complement exceeding 200
team members. Much pride is taken in its SQF certification, demonstrating rigorous food safety
practices and highlighting its state-of-the-art laboratory for product testing and new product
development, which is managed by highly qualified Quality Assurance Technicians.

Segment Report
In the recently concluded fiscal year, revenues surged by an impressive 16.9%, escalating
from 128M to 149.6M. Nevertheless, the Gross Profit (GP) witnessed a decrease from 31.4% strategic
investments,
to 26.4%, resulting in a notable 70% decline in PBT, from 12.7M to 3.7M. The Government of
Barbados took measures by introducing a subsidy for farmers, yet the mounting commodity
prices posed a challenge that could not be entirely offset.

Despite these challenges, we hold an optimistic outlook for the future, as commodity prices opportunistic
ventures
have shown signs of a favourable upward trend once again.

Forward Statement
As RMCO enters its 80th year of operations, our commitment to continuous improvement
remains unwavering. A comprehensive 5-year capital investment strategy has been initiated to
enhance efficiencies across our diverse plants. Notable advancements include the installation
of a cutting-edge mixer in the feed plant and the implementation of a solar PV system in 2023.
Undoubtedly, product development remains a cornerstone of our strategy. Through meticulous
evaluation of our existing offerings and thorough market research, we endeavour to expand
our product portfolio, reinforcing our market relevance.

Having successfully navigated through supply chain challenges in preceding years, we have
strategically adjusted our procurement approach. Additionally, strengthened collaboration with
our suppliers has resulted in improved pricing and stability concerning incoming raw materials.

Our revenue growth and profitability will be propelled by focused efforts in key areas:
Market Expansion
We are resolute in broadening our presence within both current and new export markets.
2023 ANNUAL REPORT

Operational Excellence
By persistently pursuing operational enhancements, we seek to amplify efficiencies across
our plants.
Supply Chain Fortification
Our commitment to optimizing purchasing and inventory management further solidifies our
supply chain.

With a forward-looking perspective, RMCO remains optimistic about the prospects of future
growth and the manifold value it promises to deliver to all stakeholders.

16
 ACCESS FINANCIAL SERVICES LIMITED
Company Profile
Access Financial Services Limited (AFS) was established in 2000 and was listed on the Junior
Market of the Jamaica Stock Exchange in 2009. One of the leading providers of personal
and business loans to Jamaica’s Microfinance Sector, Access became the first microfinance
institution to obtain a license from the Bank of Jamaica under new regulations in 2022. Access
operates through an island-wide retail network of seventeen (17) branches, with the company’s
Head Office located at 41B Half-Way Tree Road, Kingston 5. On December 15, 2018, Access
acquired a 100% shareholding in its subsidiary, Embassy Loans Inc, (“Embassy Loans”) located
in Florida, USA. Headquartered in Cooper City, Florida, Embassy Loans is a leading provider
of auto title loans since 2005 and they are a licensed consumer finance company.
Putting
Financial Overview
The Group recorded consolidated net profit after tax of $301 million for the year ended March 31,
customers
2023, compared to $429 million for the prior year. This represents a 30% decrease in net profit
year over year and is attributable to increased loan loss provisions. There were also increases
first by
in operating costs due to higher bond issue costs and audit fees, legal and professional fees,
repair and maintenance costs as well as credit rating costs that were incurred during the year. increasing
Strategic Direction
Access Financial Services Limited (AFS) anticipates that the microfinance industry will continue to
investment in
improve due to increased competition as institutions battle for market share in a now regulated
landscape. Given the projections for macro-economic growth and improvements in market technology
conditions, Access Financial will remain focused on:

1. Putting customers first by increasing investment in technology

to expand non-branch channels and customer experience.

2. Leveraging technology to improve operational efficiency.

3. Increased focus on compliance and risk management

based on the Micro Credit Act, 2021.
2023 ANNUAL REPORT

18
 Notice of Annual
General Meeting
NOTICE is hereby given that an Annual General Meeting of PROVEN Group Limited will be held
at the Cnr. Flamboyant Drive & Almond Road, Rodney Bay, Gros Islet, St. Lucia, on October 10,
2023 at 11:00 a.m. to consider and, if thought fit, pass the following resolutions:

1. To receive the Audited Group Accounts for the year ended 31 March 2023 and the
Reports of the Directors and Auditors circulated herewith

Resolution No. 1
“THAT the Audited Group Accounts for the year ended 31 March 2023 and the Reports of
the Directors and Auditors circulated with the Notice convening the meeting be and are
hereby adopted.”

2. To ratify interim dividends and declare them final

Resolution No. 2
“THAT the interim dividends paid on 9 September 2022 and 13 March 2023, be and
they are hereby declared as final and no further dividend be paid in respect of the year
under review.”

3. To appoint Auditors and authorize the Directors to fix the remuneration of the Auditors

Resolution No. 3
“THAT KPMG, with offices in St. Lucia, having agreed to continue in office as Auditors for
the Company, be hereby appointed to hold office until the conclusion of the next Annual
General Meeting at a remuneration to be fixed by the Directors of the Company.”

4. To fix the remuneration of the Directors

Resolution No. 4
“THAT the amount shown in the Accounts of the Company for the year ended 31 March 2023 NB:
as remuneration of the Directors for their services as Directors be and is hereby approved.” Members are reminded of the provisions of Regulations
37-38 of the Articles of Association of the Company,
which provide as follows:

37. A member may be represented at a meeting of

2023 ANNUAL REPORT

Dated the 29th day of, August 2023 members by a proxy who may speak and vote on
behalf of the member.
By Order of the Board
38. The instrument appointing a proxy shall be
produced at the place appointed for the meeting
before the time for holding the meeting at which
the person named in such instrument proposes to
vote. A corporation may execute a form of proxy
under the hand of a duly authorised officer of
Sherri Murray such corporation.
Company Secretary. The instrument appointing a Proxy must be in writing
and a Proxy Form is attached for your convenience.

20
Chairman’s Report
28.2% 
This year’s Annual Report for the period under review FY 2023, signifies my debut as your
Chairman for the PROVEN Group and I am extremely honored to be taking on the mantle and
sharing with you how we continue to create sustainable growth and stakeholder value.

Fellow Shareholders, the past financial year has been a very busy one for the PROVEN Group as increase in Net Revenues
we worked to fulfill our strategic pursuits. Having closed on three (3) major acquisitions in the during the financial year
previous year, the focus for the year was centered around the consolidation and optimization
of these acquisitions within the Group. In this regard, we embarked on and completed a series
of key strategic initiatives during the year, including:
We are very pleased with the
1. Group Corporate Restructuring: accomplishments of the past year and
Following the acquisition of Fidelity Bank (Cayman) Limited (“FBC”) in 2022, the Group the positive trajectory of the company.
embarked on corporate restructuring, to comply with the conditions of approval set by Net revenues increased by 28.2% during
the Cayman Islands Monetary Authority (“CIMA”). the financial year and notwithstanding
the negative impact on net profits for
This restructuring was largely completed during the financial year and involved the creation
the financial year from the impairment of
of a bank holding company, PROVEN Bank Holdings Limited (“PBHL”), as the parent company
investments in associated companies and
of the banking subsidiaries in the Group and another holding company, PROVEN Investment
intangible assets, core profitability has
Holdings Limited (“PIHL”), to hold the non-banking subsidiaries.
stabilized and is showing signs of further
The Parent Company’s name was also changed from PROVEN Investments Limited to expansion over the coming quarters. We
PROVEN Group Limited effective July 7, 2022, to better represent the new structure of the continue to exploit opportunities to bring
Group. We are now poised to be the Caribbean’s premier provider of financial solutions as about even greater efficiencies and in so
we focus our businesses around the 4 key operational pillars of – Wealth | Bank | Properties | doing reduce costs and bring greater returns
Private Capital. to shareholders sooner rather than later.
2. Rebranding: On behalf of the Board of Directors, I would
Following the restructuring and in keeping with our strategic focus on the core business like to take this opportunity to thank all our
of the Group, the banking and wealth subsidiaries of the Group were all rebranded under stakeholders for their support and trust.
the PROVEN umbrella during the past financial year. Our continued success is a result of the
dedication of Management and Staff, and the
Both Fidelity Bank (Cayman) Limited and Boslil Bank Limited were renamed and rebranded patronage of our valued clients. The stage
PROVEN Bank (Cayman) Limited and PROVEN Bank (Saint Lucia) Limited, respectively. On is set, and our attention remains steadfast
the wealth side, IFP (Cayman) Limited and its subsidiaries were renamed and rebranded on delivering superior performance..
PROVEN Wealth (Cayman) Limited, PROVEN Wealth (Bermuda) Limited and PROVEN
Wealth (BVI) Limited

2023 ANNUAL REPORT

3. Centralized Shared Services:
With the acquisitions of Fidelity Bank (Cayman) Limited and Heritage Education Funds Inc.
and the need to provide operational support to both these entities, the Group took the
decision to implement a centralized shared services model for certain key departments to RHORY MCNAMARA
support the subsidiaries of the Group. Chairman
During the year the following departments were centralized with the main objective of
improving operational efficiencies and standardizing processes across the Group: The
departments are Information Technology, Human Resources, Marketing, Treasury, Risk &
Compliance and Asset Management.

21
 Business
Performance
Snapshot
Total Assets

Dividends paid since inception 1∙46%

(J$0.655/J$31.91)
Dividend Yield
or 1.43% (US$0.003/US$0.21)
Off Balance Sheet FUM
2023 ANNUAL REPORT

Public Investment Grade

Net Revenue Growth of 28.18%
BBB
CariCRIS Ratings
Structural Changes

22
The path to SUCCESS starts with an
EDUCATION SAVINGS
PLAN
2

CONTACT US TODAY
7 Haining Road
Kingston 5, Jamaica
-
(876) 908-3800-2
 Directors’ Profiles

RHORY MCNAMARA AVINASH PERSAUD JEFFREY GELLINEAU

CHAIRMAN DIRECTOR DIRECTOR

A UK-trained and qualified barrister who Avinash Persaud uniquely spans finance, Mr. Gellineau has over 27 years of extensive
attended Bristol University and obtained academia, and public policy. He’s held audit experience at KPMG, Barbados as
an honours degree in law, followed by the senior roles at J.P. Morgan, UBS, State an engagement partner in managing and
successful completion of the bar exams at Street, and GAM London Ltd. He chaired providing audit and other advisory services
the Inns of Court School of Law in London, Elara Capital PLC and RBC Barbados and to regional and international clients. He
Mr. McNamara practised as an attorney at is a non-exec director of PROVEN Group. also served as the project coordinator
the family law firm of McNamara & Co. in He’s also been Governor of the London for a World Bank-funded project,
Saint Lucia from 2000-2015 whereupon School of Economics, President of the British “Strengthening Institutional Capacity for
he set up and continues to practise as an Association for the Advancement of Science, Project Implementation”, during the period
attorney at RDM Chambers. With over and Trustee of the Global Association of January 2009 to November 2010, which
20 years’ experience, his practice areas Risk Professionals and the Royal Economics addressed Capacity Building for Financial
include corporate law and corporate/private Society. Recognitions include the Jacques Management and Procurement for Capital
conveyancing. He is also the Managing de Larosiere Award and being voted among Projects in the OECS Countries.
Director of McNamara Corporate Services the top three global public intellectuals on
Inc. a full service and licensed corporate / the financial crisis. He’s Emeritus Professor Length of Directorship: 10 years
secretarial service provider in Saint Lucia. He of Gresham College, UK. Avinash led
2023 ANNUAL REPORT

presently represents on the board of several committees for UN, Warwick, UK Treasury,
prominent private & public companies both and IMF, advised globally, and chaired
in St. Lucia and abroad and has been the CARICOM Commission on the Economy.
president of the St. Lucia Association for
Persons with Developmental Disabilities Length of Directorship: 7 years
since 2003.

Length of Directorship: 13 years

24
GARFIELD SINCLAIR ANYA CHOW CHUNG NEYSHA SOODEEN
CO-FOUNDER & DIRECTOR INDEPENDENT DIRECTOR INDEPENDENT DIRECTOR

Garfield “Garry” Sinclair retired in November Mrs. Chow Chung is the first woman to serve Neysha Soodeen, CEO of Radleigh
2021, but remains an active Director for in the capacities of Chairman and CEO of Consulting, possesses an unparalleled
multiple private and public companies. He Geo. F. Huggins & Company (Grenada) knowledge of the Caribbean having worked
previously served as CEO of both Cable Limited since the company was founded over extensively in the region. As the founder and
& Wireless (Jamaica) Ltd and Bahamas 100 years ago. The company is Grenada’s CEO of Toute Bagai Publishing, a prominent
Telecommunications Company, as well as third largest employer and the most broad- magazine publishing house, she has
President of Cable & Wireless’ Caribbean based trading company on the island. established a vast network of key decision
operations. Previously to this, he was Anya’s other notable roles include – Director makers, executives, and stakeholders in
President & Chief Operating Officer of and current Corporate Secretary – Agostini various sectors, such as tourism, real estate,
pioneering Investment Bank, Dehring, Insurance Brokers (G’da) Ltd.; Chairman of and government agencies. Leveraging
Bunting & Golding Limited, where he served the Board of Directors – Grenada Airports her experience and connections, Neysha
for 13 years. Licensed as a CPA in 1983, he Authority; Former Director of the Grenada now serves as a Strategic Communications
holds a B.Sc. in Business Administration from Board of Tourism (now the Grenada Tourism Consultant for regional organisations and
San Diego State University and an Executive Authority); member of the Government of actively contributes to the betterment of
Certificate in Strategy and Innovation from Grenada’s special advisory committee on the Caribbean’s social, economic, and
MIT’s Sloan School of Management. With the projected effect of COVID-19 on the environmental landscape through her

2023 ANNUAL REPORT

over 36 years of management experience, economy (March 2020). involvement in various NGO initiatives.
Garry continues to serve as a Director
for various organizations, including Length of Directorship: 1 year Length of Directorship: 1 year
PROVEN Investments Limited, PROVEN
Wealth Limited, while being Chairman of
PROVEN Bank Limited, Kingston Properties
Limited and the Jamaica Stock Exchange
Pension Fund.

Length of Directorship: 13 years

25
 DR. JOHN-PAUL CLARKE SHERRI MURRAY
INDEPENDENT DIRECTOR COMPANY SECRETARY

Dr. Clarke, a Professor of Aerospace A member of the PROVEN team since

Engineering and Engineering Mechanics inception bringing a wealth of experience
at the University of Texas at Austin, holds to her new role. With a remarkable tenure
the Ernest Cockrell Jr Memorial Chair in spanning more than 25 years in the Financial
Engineering. He’s a co-founder of several Services industry, she has garnered
companies, including Universal Hydrogen, extensive expertise and a sterling reputation.
which secured US$85M in venture capital Her impressive career includes notable
to pioneer low-capital hydrogen supply positions at Scotia DBG Investments Ltd. and
infrastructure for aviation and transportation. PriceWaterhouseCoopers, solidifying her
He sits on the Boards of Directors for standing as a highly regarded professional
Universal Hydrogen, Cayman Airways, and in her field.
Indigo Insurance (Bahamas) Ltd. Dr. Clarke’s
expertise extends to national committees, Ms. Murray holds a B.Sc. with First Class
AIAA, EU, FAA, ICAO, NASA, and more. A Honours from the University of the West
Fellow of AIAA and RAeS, he’s also part of Indies and an MBA in Finance & International
AGIFORS, INFORMS, and Sigma Xi. Business from McGill University, Montreal,
Canada. Her academic achievements
Length of Directorship: 1 year demonstrate her commitment to excellence
and her ability to bring a well-rounded
perspective to her work.
2023 ANNUAL REPORT

In addition to her role as Company Secretary

at PROVEN Group Ltd., she also maintains
that role for PROVEN Wealth Ltd, PROVEN
Management Ltd., PROVEN Properties
Ltd, IFP (Jamaica) Ltd, Heritage Funds
International Inc, PROVEN Bank (Cayman)
Limited, and Access Financial Services Ltd.

Length of Appointment: <1 year

26
Corporate
Information
BOARD OF DIRECTORS BANKERS CONTACT US

NON-EXECUTIVE Citibank  (876) 946-4091

Mr. Rhory McNamara 19 Hillcrest Avenue  (876) 978-3068
Chairman Kingston 6, Jamaica, W.I.  info@weareproven.com
Mr. Jeffrey Gellineau  weareproven.com
Sagicor Bank Jamaica Limited
Mr. Avinash Persaud     @weareproven
17 Dominica Drive
Ms. Anya Chow Chung Kingston 5, Jamaica, W.I.
Ms. Neysha Soodeen Mailing Address:
First Global Bank Jamaica Limited
Dr. John-Paul Clarke PROVEN Group Limited
2 St. Lucia Avenue
c/o PROVEN Management Ltd.
EXECUTIVE Kingston 5, Jamaica, W.I.
Suite #5 | Pinnacle Pointe
Mr. Garfield Sinclair 53 Lady Musgrave Road
INTERNAL AUDITORS
Kingston 10, Jamaica, W.I.
Ms. Sherri Murray Company Secretary PriceWaterhouseCoopers
ScotiaBank Centre
REGISTERED OFFICE Duke Street
Kingston, Jamaica, W.I.
PROVEN Group Limited
20 Micoud Street EXTERNAL AUDITORS
Castries, St. Lucia, W.I.
KPMG
ATTORNEYS-AT-LAW 204 Johnsons Centre
#2 Bella Rosa Road
Hart Muirhead Fatta Gros Islet, St. Lucia, W.I.
Victoria Mutual Building,
2nd Floor,

2023 ANNUAL REPORT

53 Knutsford Boulevard
Kingston 5, Jamaica, W.I.

REGISTRAR AGENT

Jamaica Central Securities

Depository Limited
40 Harbour Street
Kingston, Jamaica, W.I.

27
 Policies &
Governance
In observance of sound governance practices, PROVEN Group maintains compliance and
adherence within a robust regulatory framework holding licenses in multiple jurisdictions
in which it operates under its related subsidiaries; as well as being a company listed on the
Jamaica Stock Exchange. To this end, there are key approved Policies and Frameworks in place
to ensure that our businesses are operating within stated standards.

PROVEN policies are documented in full and can be accessed via our website weareproven.com
under the policy tabs. These are:

Corporate Governance Framework

Corporate governance is the system by which companies are directed and controlled, and Boards
of Directors are responsible for the governance of their companies. Corporate governance is
also the process of supervision and control intended to ensure that the company’s management
acts in accordance with the interest of its shareholders. Therefore, good corporate governance
fosters a culture of integrity and leads to a positive performing and sustainable business.

The Board of Directors (the “Board”) of PROVEN Group Limited (“PROVEN” or “the Company”)
has adopted these Corporate Governance Policies to promote the effective functioning of the
Board. The Board is responsible for promoting the success of the Company by providing the
strategic direction of the Company and by directing the affairs of the Company.

Dividend Policy
Dividends are the way the company makes distributions from the company’s profits to
shareholders. This policy applies to PROVEN Group Limited and its subsidiaries (collectively
called “PROVEN” or “the Company”).

The Company’s dividend policy is an important monitoring mechanism to the market in which
its shares are traded, how it impacts its investors perception of the value/movement of the stock
price, the financial strength of the company and its future prospects for growth in achieving
its mandate in maximizing shareholders’ wealth.

Whistleblower Policy
2023 ANNUAL REPORT

The purpose of this Whistleblower Policy (this “Policy”) is intended to encourage the PROVEN
Group board of directors, the investment management company (PROVEN Management
Limited and all its employees) and its Subsidiaries (collectively called “Representatives”); to
make good faith reports of improper conduct, suspected fraud, corruption and any such
conduct that could threaten the health and safety of another within PROVEN Group Limited
(“PROVEN” or “Company”). The Policy also describes the process that will be followed by the
Company in evaluating and investigating such reports.

28
 PROVEN
Management
Limited
Leadership
Team and
Profiles
Garfield Sinclair Christopher Williams
Co-Founder and Director Group CEO, Co-Founder and Director
PROVEN Management PROVEN Management Limited PROVEN Management Limited
Limited (PML) is the Garfield “Garry” Sinclair retired in November In his capacity as the CEO of PROVEN
management company 2021, but remains an active Director for Group, Christopher Williams offers
multiple private and public companies. He executive strategic leadership for the
of PROVEN Group previously served as CEO of both Cable extensive portfolio of companies with
Limited (PGL). PML & Wireless (Jamaica) Ltd and Bahamas holdings exceeding US$1 billion. He
Telecommunications Company, as well as has the responsibility of overseeing the
through its leadership President of Cable & Wireless’ Caribbean organisation’s complete operations, while
team, is responsible for operations. Previously to this, he was also steering the Group’s strategic direction
President & Chief Operating Officer of and leadership to fulfil its overarching
managing the operations pioneering Investment Bank, Dehring, goals and objectives. Mr. Williams holds
of PGL including Bunting & Golding Limited, where he served an M.B.A. in Strategic Marketing and
for 13 years. Licensed as a CPA in 1983, he Finance from York University. Presently,
identifying, analyzing, holds a B.Sc. in Business Administration from he holds both chairman and director
San Diego State University and an Executive positions across various boards, including
and negotiating potential Certificate in Strategy and Innovation from PROVEN Properties Limited, Jamaica
investments, monetizing MIT’s Sloan School of Management. With College Foundation, Jamaica Association
over 36 years of management experience, for the Deaf, and Professional Football
the performance of Garry continues to serve as a Director Jamaica Limited.
2023 ANNUAL REPORT

these investments and for various organizations, including

PROVEN Investments Limited, PROVEN
ensuring adherence to Wealth Limited, while being Chairman of
established policies and PROVEN Bank Limited, Kingston Properties
Limited and the Jamaica Stock Exchange
procedures of PGL. Pension Fund.

30
Senator Peter Bunting Mark Golding Christopher Bicknell
Co-Founder and Chairman Co-Founder and Director Director
PROVEN Management Limited PROVEN Management Limited PROVEN Management Limited

Peter Bunting is a Co-Founder of PROVEN Mark J. Golding is a leading Jamaican Christopher Bicknell has earned widespread
Group Ltd. with a successful career in commercial Attorney-at-Law and a Partner recognition as one of Jamaica’s foremost
finance that includes co-founding Dehring in the law firm Hart Muirhead Fatta. He was and accomplished entrepreneurs. Currently,
Bunting & Golding Limited (DB&G) which a founding shareholder and director of he holds the esteemed positions of
was acquired by Scotia Group. He currently Dehring Bunting & Golding Ltd. in 1993, and a Chairman and Group Chief Executive
serves as Chairman of Proven Management founding shareholder and director of PROVEN Officer (C.E.O.) at Tankweld Metals Ltd.
Ltd., Proven Properties Ltd., and Roberts Management Ltd. in 2010. He has also served With an exceptional track record in business
Manufacturing Company Ltd./Pinnacle on the Boards of several of Jamaica‘s leading leadership, Mr. Bicknell’s contributions have
Feeds Ltd. companies. A founding Director of Caribbean been instrumental in shaping the economic
Information & Credit Rating Services Limited landscape of Jamaica.
In addition to his business ventures, Peter (CariCRIS, the first regional ratings agency
has made significant contributions to public for the Caribbean), and is the Chairman Mr. Bicknell’s professional journey is marked
service - currently as Leader of Opposition of the Mona Rehabilitation Foundation, a by his accreditation as a Certified Public
Business in Jamaica’s Senate, and previously non-profit organization for persons with Accountant (CPA), a testament to his strong
as the Minister of National Security, and physical disabilities. financial acumen and deep understanding
as the General Secretary of the People’s of the intricacies of managing financial
National Party. He earned a Bachelor of Mr. Golding has also had an extensive career aspects within business enterprises. His
Engineering (Mech.) from McGill University in public service, initially as a member of the expertise in financial matters underscores his

2023 ANNUAL REPORT

and a Masters in Business Administration Jamaican Senate from 2007 to 2017, serving commitment to excellence and meticulous
from the University of Florida. with distinction as Jamaica’s Minister of approach to steering organisations towards
Justice from 2012 to 2016. He was elected growth and success.
the Member of Parliament for South St Andrew
in November 2017, whereupon he was
appointed the Opposition Spokesperson for
Finance and Planning and has been the Leader
of the Opposition in Jamaica’s Parliament
since November 2020.

31
 Leadership Team

Johann Heaven Charmaine Boyd-Walker Sherri Murray

Deputy Group CEO and Director Senior Vice President - Finance, Vice President & Company Secretary
PROVEN Management Limited Risk & Compliance PROVEN Management Limited
PROVEN Management Limited
Johann Heaven currently holds the position of A member of the PROVEN team since
Group Deputy CEO for the PROVEN Group, Mrs. Boyd-Walker is currently Senior Vice inception bringing a wealth of experience
where he oversees the Treasury & Investments, President Finance, Risk & Compliance for to her new role. With a remarkable tenure
Asset Management, Operations, IT, Human PROVEN Group and is responsible for spanning more than 25 years in the Financial
Resources, Strategic Planning, Research, and directing Finance, Risk & Compliance to Services industry, she has garnered
Projects functions. Prior to this role, he served efficiently and effectively produce timely extensive expertise and a sterling reputation.
as the President and Chief Executive Officer of financial reports as guided by the accepted Her impressive career includes notable
PROVEN Wealth Limited, the Group’s wealth accounting standards across the group. She positions at Scotia DBG Investments Ltd. and
management company in Jamaica. is a financial management professional PriceWaterhouseCoopers, solidifying her
having amassed over twenty years’ standing as a highly regarded professional
With over twenty years of experience in finance experience in finance through a diverse in her field.
and banking, Mr. Heaven has developed a wide career path. She holds a Master’s Degree
range of skills in financial analysis, mergers and in Finance from Manchester Business School Ms. Murray holds a B.Sc. with First Class
acquisitions, financial advisory, treasury and and a Certification in International Risk Honours from the University of the West
asset management, strategic planning, and Management (CIRM). Mrs. Walker sits as Indies and an MBA in Finance & International
corporate finance. He has played a pivotal role a Director of PROVEN Wealth Jamica Ltd., Business from McGill University, Montreal,
in the growth and success of the companies International Financial Planning Jamaica Canada. Her academic achievements
he has been involved with. Limited, PROVEN Properties Limited, demonstrate her commitment to excellence
2023 ANNUAL REPORT

Proven Wealth Cayman Limited and Access and her ability to bring a well-rounded
Mr. Heaven is a Chartered Financial Analyst perspective to her work.
Financial Services Limited.
(CFA) charter holder and holds the Financial
Risk Manager (FRM) certification. He earned his In addition to her role as Company Secretary
Master’s degree in Finance from the University at PROVEN Group Ltd., she also maintains
of London. that role for PROVEN Wealth Ltd, PROVEN
Management Ltd., PROVEN Properties
Ltd, IFP (Jamaica) Ltd, Heritage Funds
International Inc, PROVEN Bank (Cayman)
Limited, and Access Financial Services Ltd.

32
Our Top 10
Shareholders
Primary Account Holder Volume Percentage

Fides Investments Limited 42,300,000 5.28%

Barita Investmemt Ltd-Long A/C (Trading) 32,540,064 4.06%

Peter Bunting 31,860,643 3.97%

Mabet Holdings 26,511,742 3.31%

Protek Limited 17,615,200 2.20%

Mr. Marco Miret 16,309,146 2.03%

Ozymandias Limited 15,085,706 1.88%

2023 ANNUAL REPORT

Pelican Investment Company 14,172,821 1.77%

Christopher C. Williams 13,836,626 1.73%

Alydar Limited 13,500,011 1.68%

33
 Directors’
Shareholdings
Primary
Joint Holders Volume Percentage
Account Holder

Rhory McNamara Dorado Holdings Ltd. 363,966 0.045%

Pelican Investments
Hugh Cecil Hart 14,172,821 1.768%
Company Limited

Garfield Sinclair Platoon Limited 8,000,000 0.998%

Anya Chow-Chung 0 0.000%

Jeffrey Gellineau 0 0.000%

Avinash Persaud 0 0.000%

2023 ANNUAL REPORT

Neysha Soodeen 0 0.000%

John-Paul Clarke 0 0.000%

34
Management
Discussion & Analysis
US$12.5 US$ US$1.1
million 0.0165 billion 8% 73%
Net Profit attributable Earnings per Share Consolidated Trailing 12 Months Efficiency Ratio
to shareholders Total Assets (TTM) Return on
Average Equity

Operating Environment
Overview
According to International Monetary Fund (IMF) estimates, the global economy grew by associated with the war. Lastly, the ongoing
3.5% in 2022, driven by the relaxation of COVID-19 restrictions in most territories that year. US-China trade tensions continue to reduce
This spurred sharp services sector-dominated recovery growth, bringing with it elevated and US companies’ reliance on cheap labour
sticky headline inflation of 8.7% for the year according to IMF. The drivers of inflation included and raw material in China, outsourcing some
COVID-19 induced stimulus policies in 2021, supply chain challenges, labour shortages and of this to India and Mexico respectively. The
the onset of the Ukraine-Russia conflict. breakdown in this relationship could be
inflationary as China remains a major source
Notably, the sticky inflation regime in the U.S. coupled with rising interest rates greatly influenced of efficient mass production, which other
PROVEN Group’s performance for the 12-month period. Specifically, U.S. core inflation was territories have not yet mastered at scale,
6.5% as at March 2022 which fell by only 90 basis points to 5.6% as at March 2023. Meanwhile, potentially lifting the cost of production for
the US Federal Reserve, which has an inflation target of 2%, raised the Fed Fund’s rate by 450 US products.
basis points from 0.25% - 0.50% as at March 31, 2022 to 4.75% - 5.00% as at March 31, 2023
via 10 policy rate hikes. This material rise in benchmark interest rates in response to inflation Financial Markets
over the financial year typically sparks broad-based volatility and downside in security prices. Between March 31, 2022 and March 31,
This scenario influenced stress in the global banking sector in February to March 2023 which 2023, the S&P 500 index (S&P 500) fell by
saw the fall of Switzerland’s Credit Suisse as well as Silicon Valley Bank and PacWest Bank in the 9.29% to 4,109.31. Meanwhile, the Dow
United States. These headwinds also affected regional financial institutions, which influenced Jones Industrial Average (DJIA) dipped by
our performance over the period though to a much lesser extent, credited to PGL’s balance 4.05% to 33,274.15 over the same period.
sheet strength and risk management focus. The U.S. equity market saw declines due to

2023 ANNUAL REPORT

a mix of earnings disappointments across
Geopolitical Risk sectors, higher than expected inflation
Prevailing geopolitical risks include the formation of BRICS (Brazil, Russia, India, China, South readings, impaired confidence in the U.S.
Africa) economic alliance, the ongoing Ukraine-Russia conflict and the ongoing US-China trade banking sector in March 2023 and a material
tensions. The significance of these geopolitical risks is that the BRICS alliance, which has its own 450 basis point rise in the Fed Funds rate
development bank, seeks to reduce the reliance of member countries’ medium to long term from 0.25% - 0.50% to 4.75% - 5.00% over
usage of the US currency in international trade, which could be inflationary. For context, BRICS the period.
nations are resource rich nations which collectively boast a combined population of 3.3 billion,
which is north of 35% of the global amount. Meanwhile, the Ukraine-Russia conflict continues
to limit the global supply of wheat, corn, steel and oil via sanctions and infrastructural damage

35
 90∙91%
For perspective the volatility index (VIX), the equity market’s fear gauge, fell from 20.56 in
March 31, 2022 to 18.70 as at March 31, 2023 but averaged 24.46 for the 12 month period.
For context, a level of 20 is considered high, which signals bearishness sentiment for much of
the 12-month period.
Price Return Since
In terms of fixed income, the US 10 year-to-2 year treasury bond spread stood at +0.04 in
March 31, 2022 but inverted sharply to -0.58 in March 31, 2023 according to the Federal Inception (US$)
Reserve Economic Database (FRED). Meanwhile, the US 10 year to 3-month treasury bond
spread inverted from +1.80 to -1.37 over the 12-month period. These two inversions signaled
a significantly higher expectation of a near term US recession by fixed income investors due Bahamas
to the monetary tightening of the US Federal Reserve and sticky inflation. Bahamas’ economy rebounded by 11%
On the regional front, the Jamaica Stock Exchange Main and junior market indices declined in 2022 as the country recovers from the
by 12.96% and 10.14% respectively year over year as at March 31 2023. This is tied to a rise shock of Hurricane Dorian (2019) and the
in Bank of Jamaica’s benchmark interest rate from 4.50% to 7% over the period, influencing COVID-19 pandemic (2020-2022). This bout
institutions to shift from equity to fixed income. Additionally, large cap financial sector stocks of recovery was led by tourism while sectors
weighed on index performance as earnings were hit by the coupled effect of inflation and such as construction and other services
elevated impairments in securities. continue to rebound strongly. Of note, the
International Monetary Fund (IMF) estimates
In terms of FX, the J$/US$ exchange rate fell from J$153.48/US$1 as at March 31, 2022 to growth of 4.3% in 2023 as the country
J$150.59/US$1 as at March 31, 2023, reflecting J$ appreciation of 2.17%. However, this continues to benefit from US tourist arrivals
appreciation was influenced by Bank of Jamaica’s B-FXITT interventions which surpassed 20 for and loose monetary conditions. The IMF
the 12-month period and totaled a dollar value above US$550M. The J$ ~2% appreciation over estimates that the recovery phase of growth
the period was also influenced by the material rise in Bank of Jamaica’s benchmark interest rate. should persist until 2028 before returning
to its normalized long-term growth rate of
Regional Growth 1.2% per annum.
The Latin America and the Caribbean (LAC) region grew by 3.9% in 2022 and is expected to
be 1.9% in 2023 according to IMF estimates. The supporting themes included the material The combined shock of the COVID-19
uptick in tourism arrivals in the region, coupled with a continuation of the post COVID-19 pandemic and Hurricane Dorian lifted
recovery growth, albeit at a lower pace. The uptick in commodity prices including food and government borrowing, influenced a rise
energy particularly benefitted commodity exporters in the LAC region. However, a combination in debt to GDP to 103.3% in 2021 before
of moderated commodity prices in 2023 versus the prior year, higher interest rates slowing falling to 90.6% in 2022 and is expected to
economic activity and a normalized level of labour market improvement in the LAC region recede further to 84.2% in 2023, according
guides economic output to an expectedly lower level in 2023 versus 2022. to IMF’s forecast.

Credit Rating of DOM ST

JAM CAY BAH BER BAR PAN URU BVI T&T
Operating Territories REP LUC
2023 ANNUAL REPORT

Standard & Poor’s B+ - B+ A+ BB B- BBB BBB+ - - BBB-

Moody’s B2 Aa3 B1 A2 Ba3 B2 Baa2 Baa2 - - Ba2

Fitch Ratings B+ - - - BB- B BBB- BBB - - -

Ratings Outlook Key  Positive  Stable  Negative

36
 17∙00%
On the fiscal side, the country has had a deficit of 6.7% of GDP in 2022, versus the level of 7.2%
of GDP seen in 2020. This reduction follows the trend of debt to GDP, being jointly influenced
by material service sector recovery growth and enhanced revenue collection. The fiscal deficit
is track 3.0% of GDP in 2023 according to the IMF.

Of note, the country’s inflation was 2.9% in 2021 as the services sector rebounded and travel
Book Value CAGR
restrictions eased, thus, lifting energy global prices. This is contextualized by the country’s (2011–2023)
1:1 currency peg to the US dollar. Thereafter, inflation hit a four year high of 5.6% in 2022
as Bahamas felt the pass-through effect of commodity prices ballooning on the back of the
Ukraine-Russia conflict. These factors guided S&P Global Ratings assigning a B+ rating with a
Stable outlook on November 22, 2022. Jamaica
Jamaica’s GDP grew by 4.0% in 2022,
Barbados led by its services sector accounting for
Barbados’ GDP grew by 10% in 2022, led by its services sector, with tourism being the dominant ~70% of GDP. Notably, tourism eclipsed
player as the post-pandemic recovery continues. Notably, 2023 IMF growth estimates stood at other industries as stop over arrivals grew
4.9% as the government reaps the benefit of the success of IMF’s Barbados Economic Recovery 69.21% year over year to 2.47 million in
and Transformation (BERT) program, aimed at stabilizing debt levels and fiscal consolidation. 2022. Despite the material uptick in 2022,
IMF estimates growth to slow to moderate
Barbados’ debt to GDP peaked at 139.8% in 2020 then fell to 122.5% in 2022. This reduction
to 2.2% in 2023, compared to the Planning
is attributable to the success of the BERT program, by way of lower debt coupled with post-
Institute of Jamaica’s (PIOJ’s) half year
pandemic GDP growth. Factoring in the ongoing services sector-led economic recovery and
2023 estimate of 2.9%. This downshift in
access to IMF funding Barbados’ debt to GDP is expected to track 114.6% in 2023. Over a longer
2023 is due to a deceleration in the pace
horizon, Barbados is expected to achieve IMF’s sustainable benchmark of 60% by 2033/34.
of post-pandemic recovery as tourism and
Barbados’ inflation tracked 3.1% in 2021 as global energy prices leaped, coinciding with other services subsectors see normalized
relaxed COVID-19 restrictions, and strengthening labor markets. Subsequently, inflation grew growth, and as the goods producing
by a further 6.3 percentage points to a high of 9.4% in 2022 as the Ukraine-Russia conflict sector slows jointly due to higher interest
lifted global energy and food prices. In 2023, inflation is expected to moderate to 4.3% as a rates and drought conditions. Of note,
function of a massive decline in energy prices year over year. The progress seen in Barbados’ Jamaica’s unemployment fell from 6.5% in
debt metrics coupled with the expected moderation of inflation influenced Fitch’s ‘B’ rating the January to March 2022 quarter to 4.5%
affirmation with a stable outlook in October 2022. for the January to March 2023 quarter as
services sector jobs expanded materially
Cayman Islands according to Statistical Institute of Jamaica
The Cayman Islands saw economic expansion of 3.7% in 2022, compared to GDP growth of (STATIN) data.
4.0% in 2021. The growth in economic activity in 2022 was driven mostly through fees from
financial services which represented 30.6% of the government’s total revenue for the year
totaling CI$306.8M reflecting year over year growth of 5.9%. This was followed by year-over-
year work permit revenues growing by 15% to CI$111M, accounting for 3.2% of fiscal revenue.
This was supported by greater labour demand over the period due to the post-pandemic
rebound. Property taxes, which boomed in previous periods due to strong a real estate market

2023 ANNUAL REPORT

cooled by 10% YoY in 2022 to close at CI$99.9M. Overall, the Government of Cayman ran a
fiscal surplus of CI$46.5M in 2022, representing approximately 0.82% of GDP.

15∙34%
At the end of 2022, Cayman’s debt to GDP ratio tracked 8.9%. Meanwhile, the Cayman Islands
experienced inflation of 5.9% in 2022, led by Food and Non- Alcoholic beverages (14.0%)
and clothing and footwear (12.2%). According to the Government of Cayman, approximately
83.3% of total imports come from the United States, emphasizing the pass-through effect of
US inflation on Cayman. For context US inflation averaged 8.3% in 2022. Moody’s Investor
Service affirmed Cayman’s ‘Aa3’ rating with a stable outlook. The agency noted the country’s Net Interest Income
significant tourism reliance, creating vulnerability to potential economic and climate shocks,
while governance and security standards remain intact.
CAGR (2011–2023)

37
 Jamaica’s debt to GDP was 82.7% in 2022 compared have responded to limit our downside and to optimize returns for shareholders via
to 103.9% (2020) and 82.6% (2019) according to our operating pillars. On this basis, we remain prudent and confident in our ability to
IMF data. This material decline in 2022 was led by a generate risk-adjusted returns for financial year 2023/24 despite the outlined challenges.
sharp rebound in GDP over the period coupled with
ongoing fiscal consolidation. Jamaica’s debt to GDP A PROVEN Track Record
is on track to be ~70% in 2026, according to Fitch PGL Historical Financial Summary
Estimates which is just above the IMF sustainable
PROVEN Track Record Result
debt level of 60%. Jamaica is expected to have a
small surplus of 1.8% of GDP in 2022, versus a deficit Dividends Paid Since Inception US$59.87M
of 3.6% of GDP in 2020. NPAT Generated Since Inception US$95.51M

Jamaica’s inflation stood at 9.5% in 2022 versus Total Dividend Payout of Total NPAT Since Inception 62.68%
a level of 5.9% in 2021 as global energy prices Price Return Since Inception (US$) 90.91%
ballooned on the back of the Ukraine-Russia conflict.
Net Interest Income CAGR (2011 – 2023) 15.34%
The IMF estimates inflation should settle at 7.0% in
2023 just outside of the Bank of Jamaica’s 4% - 6% Net Operating Revenues CAGR (2011 – 2023) 17.11%
target range due to a mix of higher energy costs and
Book Value CAGR (2011 – 2023) 17.00%
adverse effects of drought conditions. These factors
influenced Fitch Ratings Agency’s ‘B+’ rating with a Total Assets CAGR (2011 – 2023) 18.33%
positive outlook on March 7th 2023.
PGL Historical Investments
Outlook
Global growth is expected to be 3% for 2023 and Date of Date
Asset Investment Type
2024 according to the IMF, contextualized by Entry of Exit
the continuation of the services sector-led post- Guardian Asset Management
Core Private Equity 2010 -
COVID recovery in the World’s largest economies. (now PROVEN Wealth)
Appending themes include robust consumer First Global Financial Services
spending underpinned by a rebounding labour Core Private Equity 2014 -
(now PROVEN Wealth)
market in the United States, the World’s largest
Asset Management Company Limited
economy. Latin America and the Caribbean region Core Private Equity 2012 -
(now Access Financial Services)
(LAC)’s growth is expected to be 1.9% for 2023 and
2.2% for 2024 according to the IMF as commodity 2013
Knutsford Express Limited Opportunistic Private Equity and 2016
prices, such as food and minerals are expected to
2014
remain elevated into 2024. However, risks going
into 2024 include elevated geopolitical tensions, Dream Entertainment Limited Opportunistic Private Equity 2019 2022
chiefly the ongoing Ukraine-Russia conflict, sticky JMMB Group Limited Opportunistic Public Equity 2019 -
inflation, global drought conditions, as well as the
Roberts Manufacturing Limited Opportunistic Private Equity 2021 -
deceleration of China’s economy. Beyond these
factors, rising interest rates could hamper global Fidelity Bank Cayman
Core Private Equity 2021 -
2023 ANNUAL REPORT

economic growth despite the IMF 2024 global (now PROVEN Bank)
growth projection being 3%. Heritage Education
Core Private Equity 2021 -
Funds International
Contextualized by this expected inflation cycle
also anticipate that the US Federal Reserve should International Financial
Core Private Equity 2021 -
Planning Limited
extend its interest rate hiking cycle as a response,
which is likely to spark volatility in security prices. By BOSLIL Bank (now PROVEN Bank) Core Private Equity 2021 -
extension, this volatility and the potential downside 2019
could affect our results. However, utilizing our risk Access Financial Services Opportunistic Public Equity 2014 (partial
management toolkit and our team’s expertise, we exit)

38
 PGL Historical Raises The primary revenue sources making up
the performance for the period included:
Raise Type Raise Size Period Status
ā Net interest income totalled US$17.37
Private Placement US$20M February 2010 Fully Subscribed million for the year ended March 2023
versus US$5.08 million in the prior
Rights Issue US$6.8M August 2010 Oversubscribed (US$9.6M) year. This increase was mainly due to
JSE Listing By invitation - July 2011 - the addition of US$14.63 million in net
interest income from PBC in the full
J$1B Oversubscribed (J$1.3B) year’s results.
5 Year 8% Pref Share December 2011
(US$11.58M) or (US$15.1M)
ā Fees & commissions totalled US$11.82
Rights Issue US$10.3M May 2014 Fully Subscribed million and was 27.2% greater than
the comparable prior year period,
Rights issue US$20M May 2015 Upsized to US$29.2M
primarily because of the inclusion of
J$2B PBC and Heritage in this year’s results.
Preference Share 8.25% December 2016 Fully Subscribed This expansion was however partially
(US$15.52M)
reduced by the effect of a 19.25%
Rights Issue US$16.5M July 2017 Fully Subscribed reduction in fees and commission
income generated by the wealth
Oversubscribed
Additional Public Offering US$20M January 2021 management companies within the
(US$34.5M)
Group. Global recessionary fears
caused a major reduction in demand
Financial Performance for fee-based investment banking and
Consolidated Net Revenue other products.
PROVEN Group Limited achieved net revenue of US$49.64 million for the twelve-month period ā Pension fund management income
ended March 31, 2023, an increase of 28.2% when compared to the US$38.73 million recorded grew by 5.5% year over year to US$3.52
in the previous financial year. This revenue expansion is primarily due to the acquisitions of million for the year ended March 2023,
Roberts Manufacturing, PROVEN Bank Cayman (“PBC”, previously Fidelity Bank Cayman) and resulting from marginal growth in the
Heritage Education Fund International (“Heritage”), all of which were completed at various assets under management, which was
points during the 2021/22 financial year and for which a full twelve months’ results are now tempered by the general decline in
included in the 2022/23 financial year’s results. most asset values with the exception
of real estate.

Net Operating Revenue 49.64 ā Gross profit on manufacturing

45.30 operations increased to US$9.97 million
and Other Income 38.73
for the twelve-month period versus
37.72 US$8.53 million last year. The current
36.15
year’s results contained the full twelve-

2023 ANNUAL REPORT

months from Roberts Manufacturing,
US$ Millions

26.95
24.82 whereas last year’s results only included
21.00 the ten months from the closing of the
acquisition. The gross margins for
the current financial year declined by
11.92 11.38
9.95
8.62 2.7% from the rebased prior 10-month
7.21 period result.

2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023

39
 ā Gross profit on property sales amounted to US$2.03 million for the 2022/23 financial year, This impairment was mostly derived from
compared to a loss of US$33,906 in the prior year, driven by the successful execution and the assessment on the Group’s carrying
completion of two major development projects in Jamaica, VIA at Braemar and Cesar. value in Access Financial Services Company
Limited, which was reduced by US$6.61
ā Share of results of associates amounted to US$8.48 million for the 2022/2023 financial million, as well as a reduction in the carrying
year, resulting in a decline of 44.3% when measured against the similar period last year value of PROVEN Wealth (Cayman) Limited,
and constitutes a reduced 14.6% of overall Net revenue versus a 28.2% contribution in (previously International Financial Planning
the prior year. Limited) of US$3.21 million.
For the period, JMMB Group, an associated company, contributed US$8.09 million Although this impairment has had significant
versus US$14.46 million recorded in the comparable period ended March 2022. JMMB’s impact on the performance of the Group
performance, was also negatively affected by the unfavourable global market conditions’ for the 2022/23 financial year, we believe
effect on asset prices. that the current carrying value of these
investments is a better reflection of the
Net Interest Income
20.39
18.73 accurate intrinsic value of these entities
(US$ Millions) at the present time and anticipate that
17.37
this impairment will be reversed in future
14.50 periods, with the expected improvement
13.73
in results from these subsidiaries and
11.18 associated companies.

Consolidated Net Profit

7.65
Net Profit/Loss
5.08
Net loss attributable to shareholders for the
3.13 3.10 2.89 3.22 3.04 full financial year 2022/2023 was US$4.86
million compared to the US$11.97 million
earned in the prior year. The decrease in the
2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 share of profits from and the extraordinary
impairment of associates and intangibles
Operating Expenses assets, were primarily responsible for this
Total Operating Expenses for the 2022/23 financial year totalled US$62.39 million, an expansion disappointing result.
of 76.7% over the comparable period last, which was primarily due to the addition of PBC,
Heritage and Roberts’ full results in the 2022/2023 year’s financials. These companies together Despite challenging economic and market
account for more than half of the operating expenses figure in the 2022/2023 financial year. conditions, the Group maintains a positive
outlook for the upcoming financial year. The
The increase in expenses also contains some one-off costs linked to the Group’s corporate Group is currently well positioned to extract
restructuring, which is substantially complete, along with short-term transition expenses charged much more consistent value from its varied
by the respective service providers of the newly added companies last year. The transition phase revenue lines with; (a) the expected revenue
for Heritage concluded in October 2022 and for PBC is expected to conclude in February 2024. growth from interest spread expansion
2023 ANNUAL REPORT

Further, the rebranding of the Group’s banking and wealth businesses, which was concluded and the upward re-pricing of the Group’s
on February 1, 2023, also added to the increased expenses during the period. income earning assets; (b) improved gross
margins in the manufacturing business;
Extraordinary Expenses (c) further expansion in assets under
The major line item affecting net profits for the financial year ended March 31, 2023, resulted management and wealth management
from the extraordinary impairment of the carrying value of investments in associated companies activities; (d) the completion and sale of
and intangible assets amounting to US$10.1 million, compared to an impairment of US$1.2 additional real estate development projects,
million in the prior year. such as AVISTA at Bloomfield and; (e) the
improved performance of the portfolio of
associated companies.

40
The Group is encouraged by the performance for the first quarter, Total Equity 160.67

with net profit growth of 59.34% to US$2.78 million, compared to (Attributable To Shareholders) 141.06
131.63
US$1.74 million over the same quarter last year. These results were (US$ Millions)
derived from strong performance in most of the operating divisions,
99.01
but particularly from the better than budgeted results of the banking 90.73
83.93
division of the Group during the quarter. Earnings per share amounted 71.54
to 0.35 US cents per share for the quarter and represents an annualized 59.98

return on average equity of 8.44%. 42.31

34.25 33.10 35.78 32.91

Balance Sheet
The Group’s balance sheet contracted to US$1.06 billion as of March
31, 2023, with Total Assets declining by 6.93% from the US$1.14 billion 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023

reported at March 31, 2022. Meanwhile, Total Liabilities decreased by

6.45% to US$914 million as at March 31, 2023, from US$977 million Dividend Payment
as at March 31, 2022. The decline in total liabilities resulted mainly At the Board meeting held on August 11, 2022, the directors decided
from the declines in balances due to customers of PBC and a sharp to declare an interim dividend for September 9, 2022, of 0.11 cents
decline in notes payable. PROVEN Group’s off-balance sheet assets USD. Additionally, at the board meeting held on February 9, 2023
expanded to US$643 million, as of March 31, 2023. a dividend payment of 0.20 cent USD was declared for March 13,
2023. Total dividends of US$2.44 million (0.31 cents) were declared
Total Assets compared to US$7.27 million (0.81 cents) for the year ended March

1,142.20
(US$ Millions) 31, 2022. The dividend declared represents a 12-month trailing

1,063.07
dividend yield of 3% based on the average share price of US$0.24
673.54
633.33

623.32

for the twelve months ended March 31, 2022.

612.98
574.57

Dividends Paid 9.68

364.35

349.04

(US$ Millions)
7.75
7.27
6.82
148.72
141.11

144.16
140.20

5.96

4.36
3.98
3.65
2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023
2.75 2.63 2.65 2.44

Shareholder’s Equity 1.30

Total Equity attributable to shareholders of the company was reported

at US$131.63 million as of March 31, 2023, down from US$141 million 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023

as of March 31, 2022. This was as a result of a US$6.43 million adverse

shift in its investment revaluation reserves and a US$12.04 million Investment Strategy
decline in retained earnings, due to the impact of rising interest rates PROVEN Group Limited (PGL) is now in the value-creation phase of
and the consequent market volatility on asset prices. The negative its investment cycle, which highlights a formula of asset productivity

2023 ANNUAL REPORT

impact of these declines was tempered by a US$10.21 million increase via inter-group synergies, refining operating efficiency and finetuning
in share capital. The growth in share capital was tied to a 25% increase the capital mix to optimize returns. At this phase of the investment
in its stake of PROVEN Bank, which was partially financed by way of cycle, PGL is not focused on new acquisitions as was the case since
issuing 42.3 million new ordinary shares. inception to Financial Year 2021/22. This direction guided our shift
from PROVEN Investments to PROVEN Group, where our assets could
synergize more effectively and is in line with our vision of being the
premier Caribbean and Latin American Private Equity firm. Our pillars

62∙68%
of Banking and Wealth, Private Capital and Properties are supported
Total Dividend Payout of by strong, sustainable tailwinds and form the basis of our attitude of
Total NPAT Since Inception stewardship and confidence.

41
 Banking & Wealth Management Private Capital
The Private Capital Division currently consist of a portfolio of Private Credit
PROVEN Wealth facilities and four portfolio Companies; namely, Access Financial Services Limited,
PROVEN Wealth continued its expansion throughout PROVEN Holdings Limited (the Company that holds the JMMB Shares), and
the Caribbean, during the period under review, with Roberts Manufacturing Company Limited.
the renaming and rebranding of International Financial
Planning to PROVEN Wealth (Bermuda) and PROVEN The Private Capital Division continues to demonstrate resilience amidst a
Wealth (BVI), in December 2022. These companies in decidedly risk-off operating environment. Net profit contribution for the twelve-
addition to PROVEN Wealth (Cayman) and PROVEN month period was lower than the prior year primarily due to; (i) compressed
Wealth (Jamaica) continue to expand the team of wealth margins, which emanated primarily from supply chain disruptions faced by
advisors that will aggressively drive the distribution of Roberts Manufacturing; (ii) the negative impact of rising interest rates on JMMB
its bespoke mutual fund, education savings and wealth Group’s core revenue lines; and (iii) the increased competitive landscape in the
advisory products throughout these territories under the microfinance sector.
PROVEN Brand. The Group has also already begun the The Division expects improvements in overall operating efficiencies, coupled
process of applying to the regulators for an expansion of with internal process refinements that will continue to enhance margin growth
these licenses to be able to offer the full suite of wealth from the manufacturing division, along with the improvement of asset prices as
management product and services in all the territories in interest rate hikes moderate over time.
which they operate.

Revenues for the twelve-month period for the division were Territorial Reach/
Pillar Pillar Lead Products and Solutions
Exposure
slightly behind last year, as the general market conditions
tempered the growth of commission-based activities during Education Funds, Pension Barbados, British
Simona Watkis
the period. Expense growth was also above normal, as the Products, Brokerage Services, Virgin Islands,
(Region 1)
division incurred additional expenses during the period PROVEN Wealth
Investment Banking Services, Bermuda, Cayman
Asset Management, Financial
from the finalizing of the rebranding of the companies and
Luwanna Williams Advisory services, Structured
the exit of the transition services agreement for Heritage (Region 2) Products, Cambio Services
Bahamas, Jamaica
Education Fund International Inc. and integration with the
Group. This downward trend is expected to be reversed PROVEN Bank Christopher Williams
Savings Accounts, Mortgages, Cayman, Panama,
in the near term, with the elimination of certain one-off Personal Loans St Lucia, Uruguay
expenses and a renewed focus on the fund management Residential and Commercial
and advisory services. PROVEN Properties Aisha Campbell Cayman, Jamaica
Real Estate Solutions

PROVEN Bank Barbados, Dominican

PROVEN Group’s On Balance Sheet
PROVEN Bank has now completed the restructuring, PROVEN Private Capital Nerisha Farquharson
Tactical Investment Portfolio
Republic, Jamaica,
renaming and rebranding of the banking entities within the Trinidad and Tobago
Group. Fidelity Bank (Cayman) Limited, which was acquired
in February 2022 was renamed PROVEN Bank (Cayman) The Board of Directors takes this opportunity to thank all our stakeholders for
Limited effective August 2022. Boslil Bank Limited, which their support and trust. Our continued success is a result of the dedication of
became a 100% owned subsidiary of the PROVEN Bank Management and Staff, and the patronage of our valued clients.
2023 ANNUAL REPORT

(Cayman) Limited effective September 2022, was renamed

PROVEN Bank (Saint Lucia) Limited effective February 2023. Real Estate
The high-quality assets of PROVEN bank, which mainly PROVEN Properties
comprises variable rate residential mortgage loans in PROVEN Properties (PPL) continues to execute on its mandate to develop a diverse
Cayman and a portfolio of investment grade bonds with portfolio of prime residential, commercial and industrial real estate across the
a relatively low duration, are well positioned to benefit Caribbean region. The company has produced a strong financial performance
from the current high interest rate environment. The Group during the year, primarily driven by the successful execution and completion of
therefore expects that the Banks will continue to perform two major development projects in Jamaica, VIA at Braemar and Cesar. The first
very well over the coming quarters. quarter for PPL was driven by profits from The Lagoons residential development

42
in Grand Cayman (PPL is a 40% partner) along with rental income from properties in Jamaica
and Grand Cayman, having expanded the number of rentals in its portfolio.

PPL will continue to opportunistically expand the portfolio by executing creative deal structures
and targeted marketing campaigns that will extend its deal pipeline in Jamaica, Grand Cayman
and Barbados. The upcoming year will be a busy one consequent on the launch of two major
residential development projects, Sol Harbour in Ocho Rios and Bahari in Runaway Bay.

The company will also focus on growing its industrial real estate portfolio with the completion
of the Aashgo warehouses in Grand Cayman and ground-breaking for the Kingston Gateway
Warehouses in Jamaica in the current financial year. The PROVEN group will also be consolidating
its Jamaica operations at its new home, PROVEN Place, which is a joint venture commercial
development undertaken by PPL.
18 33%
∙ CAGR
Total Assets
Residential Development Location Description Status (2011–2023)
78 Apartments (40 Studios, 20 One
AVISTA at Bloomfield Bloomfield, Mandeville September 2023
Bedroom, 18 Two Bedrooms)

95∙51
156 Apartments (144 Studios,
Sol Harbour Milford Road, St. Ann December 2025
12 Two Bedrooms)
206 Residential Units (85 Villas, 73
Bahari at Runaway Bay (49% stake) Cardiff Hall, St. Ann November 2025
Townhomes, 48 Condominiums)

Fairbanks (Phases 1 & 2) (40%) Fairbanks, Grand Cayman

"14 (3 Bedroom Townhomes with den) 14
(3 Bedroom Townhomes with den & office)"
January 2026
Million US$
Commercial Development Location Description Status
NPAT Generated
Since Inception
Kingston Gateway Warehouse
221-223 Marcus Garvey Drive 100,000 SF of warehouse space November 2024
Complex (50%)
Gladstone Commercial (60% stake) Gladstone Drive, Kgn. 5 41,872 SF of commercial space Completed

Bloomfield Commercial Bloomfield, Mandeville 100,000 SF of commercial space February 2025

RENT/LEASE

Real NPW
Location

Newport West, Kgn. 13

Portmore Pines Plaza,
Description

29,680 SF of commercial space

Status

100% Occupancy
17 ∙11%
Net Operating
Real Portmore Pine 1 26,908 SF of commercial space 100% Occupancy

Revenues CAGR
Greater Portmore
Portmore Pines Plaza,
Real Portmore Pines 2 (51% stake) 51,689 SF of commercial space 100% Occupancy
(2011–2023)
Greater Portmore

Chelsea Lands 12 Chelsea Avenue, Kgn. 5 0.47 acres of land for parking 100% Occupancy

9 West Avenue Commercial Complex 9 West Avenue, Kgn. 8 45,000 SF of commercial space 100% Occupancy

2023 ANNUAL REPORT

59∙87
Rum Point Unit 303 Rum Point Club, Grand Cayman 2235 SF of resort space 100% Occupancy

Rum Point Unit 403 Rum Point Club, Grand Cayman 2235 SF of resort space 100% Occupancy

Not Occupied (Anticipated

Million US$
Ashgo Warehouse Unit 3 Ashgo Street, Grand Cayman 1625 SF of warehouse/commercial space
Aug 2023)
Not Occupied (Anticipated
Ashgo Warehouse Unit 4 Ashgo Street, Grand Cayman 1625 SF of warehouse/commercial space

Dividends Paid
Aug 2023)
Not Occupied (Anticipated
Ashgo Warehouse Unit 5 Ashgo Street, Grand Cayman 1625 SF of warehouse/commercial space
Since Inception
Aug 2023)

43
 Ten-Year Statistical Review
2014 2015 2016
US$ US$ US$
$’000 $’000 $’000

Income Statement Summary

OPERATING REVENUE NET OF INTEREST EXPENSE 8,251 10,837 19,448

OTHER INCOME 366 542 1,548

TOTAL OPERATING NET OF INTEREST EXPENSE & OTHER INCOME 8,617 11,379 20,996

TOTAL OPERATING EXPENSES 3,633 8,284 16,839

OPERATING PROFIT 4,984 3,095 4,157

PREFERENCE SHARE DIVIDEND 969 1,456 331

SHARE OF PROFITS OF ASSOCIATES - - -

NET PROFIT (ATTRIBUTABLE TO OWNERS OF THE COMPANY ) 3,788 5,365 2,344

Financial Position Summary

TOTAL ASSETS 148,718 364,345 349,043

INVESTMENT SECURITIES 114,918 208,379 232,158

REPURCHASE AGREEMENT 44,075 183,811 159,830

NOTES PAYABLE 56,298 103,122 96,529

CUSTOMER DEPOSITS - - -

TOTAL LIABILITIES 115,699 310,581 276,075

SHAREHOLDERS EQUITY (EQUITY ATTRIBUTABLE TO OWNERS OF THE COMPANY) 32,908 42,308 59,976

Profitability Ratios

RETURN ON AVERAGE EQUITY 11.03% 14.27% 4.58%

RETURN ON AVERAGE ASSETS 2.59% 2.09% 0.66%

EFFICIENCY RATIO 53.41% 62.22% 78.43%

2023 ANNUAL REPORT

Stock Unit Information

DIVIDENDS PAID ($'000) 2,651 3,650 3,980

DIVIDEND PAID PER SHARE 0.009 0.010 0.007

DIVIDEND YIELD % 6.91% 5.50% 3.44%

AVERAGE SHARE PRICE FOR FINANCIAL YEAR 0.13 0.18 0.21

EARNINGS PER SHARE- cents 1.28 1.46 0.42

NUMBER OF SHARES ISSUED 294,951,884 368,689,855 551,595,777

44
 2017 2018 2019 2020 2021 2022 2023
US$ US$ US$ US$ US$ US$ US$
$’000 $’000 $’000 $’000 $’000 $’000 $’000

23,816 32,483 32,879 31,911 23,267 29,498 45,971

1,006 3,667 4,841 13,390 3,682 9,228 3,671

24,822 36,150 37,720 45,301 26,949 38,726 49,642

18,249 23,561 26,133 37,922 20,776 35,309 62,389

6,573 12,589 11,587 7,379 6,173 3,417 (12,747)

2,184 976 1,289 8,605 2,743 2,556 -

- - 1,308 10,438 10,699 15,214 8,481

8,850 5,682 6,847 29,979 11,532 11,967 (4,864)

633,330 574,569 623,321 612,982 673,535 1,142,203 1,063,066

362,259 369,085 336,740 291,396 265,291 335,192 378,680

142,999 93,709 88,625 77,609 68,318 67,243 78,333

96,687 110,961 185,550 154,503 134,845 210,768 228,352

270,055 240,829 221,051 250,432 286,293 661,493 568,685

543,473 469,563 510,178 507,562 505,117 976,718 913,724

71,536 83,928 90,725 99,010 160,674 141,061 131,634

13.46% 7.31% 7.84% 31.60% 8.88% 7.93% -3.57%

1.80% 0.94% 1.14% 4.85% 1.79% 1.32% -0.44%

62.20% 67.79% 70.26% 57.68% 62.47% 70.20% 107.34%

2023 ANNUAL REPORT

5,065 7,747 6,820 9,681 5,964 7,274 2,440

0.008 0.010 0.011 0.015 0.009 0.0081 0.0031

3.76% 4.25% 5.19% 5.73% 3.75% 3.38% 1.49%

0.21 0.24 0.21 0.27 0.25 0.24 0.21

1.60 0.91 1.09 4.79 1.81 1.58 -0.62

551,595,777 625,307,963 625,307,963 625,307,963 636,484,966 759,432,000 801,732,000

45
 Corporate Social
Responsibility
Maintaining social responsibility as an organization is no simple task. The enormity of the responsibility is that much more palpable in the aftermath
of severe global events like the pandemic. While the world continues to steadily work on establishing and embracing the ‘new normal’, there
remain many unknowns and a sense of apprehension about what may be next. However, at PROVEN Group, we contend with the various needs
across our communities all to support growth and to persevere. We are building strong financial foundations with integrity. We are strengthening
community ties through teamwork. We are sustaining success with our performance. We are helping when needed most with respect. We are
committed to driving meaningful change through our Corporate Social Responsibility (CSR) commitments because We.Are.PROVEN.

KEY AREAS OF FOCUS

For the financial period ending March 31, 2023, our three core areas within the CSR framework remains - Community Development, Education,
and Entrepreneurship. We continue to see increased demands in the post-pandemic era as collective efforts expand around raising funds and
meeting specific needs related to education, healthcare, and sports. Significant demands were observed in Community Development and
Education as reflected in the total expenditures for the period.

We spent
USD$264,542 118% 133% 46%
on our CSR portfolio.
  

A 107% increase US$233,165 US$26,356 US$5,020

year over year. Community Development Education Entrepreneurship

COMMUNITY DEVELOPMENT
Community Development remained a central pillar of our CSR efforts.
In the period under review, PROVEN allocated USD$233,165.20 to
various projects, an impressive 118% increase from the previous year.
Through collaborative partnerships with organisations such as the
2023 ANNUAL REPORT

Jamaica Paralympic Association, Jamaica Cancer Society, United Way

of Jamaica, NY 60th Jubilee Gala, and Churches Community Giving, we
worked diligently to foster positive change in the areas of healthcare
and sports. Sporting activities supported included Netball, Tennis
Jamaica Davis Cup, and Jamaica Inn Backgammon Tournament. Fraser
McConnell, Jamaica’s most successful professional racing driver,
was also a beneficiary of PROVEN’s philanthropic efforts, helping to
bolster his continued success internationally. These initiatives have
not only enriched the lives of individuals but also strengthened the
bonds within our communities.

46
EDUCATION
Our commitment to education remained
resolute, with the largest year-over-year
increase of 133% in funding. A total of
USD$26,356.04 was invested in programmes
aimed at improving educational outcomes
and increasing access to essential resources.
By collaborating with esteemed institutions
like the University of the West Indies
(UWI), we contributed to a brighter future
for numerous students. We believe that
education is the cornerstone of progress and
we are dedicated to providing opportunities
for growth and learning.

ENTREPRENEURSHIP
While our Entrepreneurship portfolio
experienced a 46% reduction in
expenditure, totalling USD$5,020.84, this
adjustment was a strategic response to
the evolving business landscape following
the COVID-19 pandemic. We recognize
the importance of adaptability and
innovation, and our ongoing commitment to
entrepreneurship remains steadfast. As the
business environment continues to evolve,
we will continue to explore new avenues
for supporting aspiring entrepreneurs and
driving economic growth.

2023 ANNUAL REPORT

As a company, while we focus on doing well,
ensuring that targeted goals are met for our
team members, partners, and investors, we
take great pride in doing good. Our core
values – Integrity, Teamwork, Performance,
Respect – guide our general business
practices, and our CSR efforts as we work
steadfastly to contribute intentionally and
consistently to the communities in which we
work, live, and serve. Through our initiatives,

47
 we are improving educational outcomes by helping to
increase access to necessary resources for those most in
need. We are supporting healthier living with better access
to screenings and updated medical equipment. We are
cheering loudly and enthusiastically for our many athletes
who help to make our small island a force to be reckoned
with globally. We are building a philanthropic portfolio that
will shape a solid foundation for sustainable giving.

LOOKING AHEAD: ENVIRONMENTAL, SOCIAL,

AND CORPORATE GOVERNANCE (ESG)
As PROVEN Group continues to evolve, the next phase
of our development includes a focus on Environmental,
Social and Corporate Governance (ESG) standards to
help guide how we operate responsibly and ethically as a
company. Our CSR efforts will play an integral role in this
phase, and we envision initiatives centred around three
critical areas – Access to Capital, Food Security, and Access
to Education and Housing. These areas closely align with
our organisational vision and structure and reflect our
commitment to addressing pressing societal challenges.
As we look ahead, we are excited to embark on a new
phase of development, marked by our commitment to ESG
standards and our unwavering dedication to meaningful and
impactful CSR initiatives. The PROVEN Group family is always
humbled to be able to serve communities in need through
meaningful projects that reflect the company’s ethos. We
are creating a better future together.

We.Are.PROVEN.
2023 ANNUAL REPORT

48
ENGAGING
THE DIGITAL
WORLD
Join us to recap the exciting milestones, campaigns, and
interactions that have shaped our online community and fostered
meaningful connections with our audience during the year.

2023 ANNUAL REPORT

FACEBOOK-SQUARe instagram twitter-square youtube-square linkedin FACEBOOK-SQUARe instagram linkedin FACEBOOK-SQUARe instagram linkedin FACEBOOK-SQUARe instagram twitter-square youtube-square linkedin
@weareproven @provenwealth.region1 @provenbank @provenproperties

49
 2023 ANNUAL REPORT

50
OUT &
ABOUT
51 2023 ANNUAL REPORT
 Corporate
Governance
The Board of Directors of PROVEN Group Limited strive to govern the company in a manner year end, the Board appointed Ms. Sherri
that is prudent and transparent and have adopted a governance structure that aligns to best Murray as the Company Secretary effective
practice. The Board is committed to the improvement of investor confidence, through the May 26, 2023.
promotion of good governance in the performance of its duties that will assist the Company
and its subsidiaries deliver long- term value to its shareholders. A director is deemed independent where
he /she:
BOARD OF DIRECTORS ā Has not been an employee of the
Company or Group within the last five
The Board of Directors has overall responsibility and accountability for the company’s affairs by years;
overseeing the strategic and operational direction of the Company. As stewards of the Company,
the Board is ultimately responsible for ensuring that the Company and portfolio companies ā Has not, or has not had within the
apply and establish the Corporate Governance policy. The Board provides the necessary last three years, material business
oversite to the subsidiaries Board and their Committees to ensure that good corporate values relationship with the Company, either
are entrenched within the organization as a whole, enhancing stakeholder value. directly, or as a partner, shareholder,
Director or senior employee of a body
The responsibilities of the Board are separate and distinct from those of Management and include: that has such a relationship with the
Company;
ā Selecting individuals for Board membership and evaluating the performance of the Board,
Board committees and individual directors ā Has not received or is receiving
additional remuneration from the
ā Reviewing and monitoring implementation of strategic plans
Company apart from Director’s fee;
ā Reviewing and approving the annual operating plans and budgets
ā Does not participate in the Company’s
ā Monitoring corporate performance and evaluating results compared to the strategic plans share option plan or a performance-
and other long-range goals related pay scheme, or is not a member
ā Reviewing the financial controls and reporting systems of the Company’s pension scheme;
ā Reviewing and approving the financial statements and financial reporting ā Does not have close family ties with any
of the Company’s advisors, directors or
ā Reviewing the ethical standards and legal compliance programs and procedures
senior employees;
ā Providing guidance and support to the management team
ā Does not hold cross-directorship or
does not have significant links with
BOARD COMPOSITION
other directors through involvement
2023 ANNUAL REPORT

The Board is currently comprised of seven directors and is chaired by Mr. Rhory McNamara, in other companies or bodies;
who assumed the role on March 31, 2023, following the retirement of Dr. the Hon. Hugh Hart ā Does not represent a significant
O.J., LLD on even date. Our Directors possess diverse skill sets, experience and backgrounds shareholder; or
which includes local and international experience in banking, business, strategic management,
ā Has not served on the board for more
accounting, law and academia and are recognized as strong leaders in their respective fields.
than nine years from the date of their
This enables them to provide strategic guidance and visionary leadership to the company and
first election.
remain balanced and independent in the decision-making process. The Board consists of seven
directors, of which six are independent directors. There was one director who resigned during
the financial year, Mr. John Collins effective November 11, 2022. Subsequent to the financial

52
A director is considered an executive director where the director is a member of PGL Audit Committee Meetings 2022/2023
the management team of the Company or its subsidiaries and affiliates. The Board
consists of one executive director.

11 Aug 2022
31 Aug 2022
11 Nov 2022
24 Jun 2022
3 Jun 2022

Feb 2023
Director Executive Independent
Rhory McNamara Non-executive Independent
Avinash Persaud Non-executive Independent Jeffrey Gellineau      
Jeffrey Gellineau Non-executive Independent Rhory McNamara      
Garfield Sinclair Executive Not independent Garfield Sinclair      
Anya Chow Chung Non-executive Independent Dr. John-Paul Clarke      

Neysha Soodeen Non-executive Independent

BOARD TRAINING
John-Paul Clarke Non-executive Independent
Directors are required to improve and maintain the
BOARD MEETINGS knowledge and skills necessary to discharge their
duties and responsibilities fully and effectively. To
In order to perform its responsibilities as custodian of the business, the Board meets maintain the knowledge and expertise required to
regularly at least four times a year at quarterly intervals and holds additional meetings better understand the operations of the Company
as and when the Board thinks appropriate. Board members are required to attend and to properly discharge their role and function as
board and assigned board committee meetings regularly and to prepare for and Directors, annual AML /CFT Training is organized
participate actively in those meetings. The contribution of their professional opinion and for Directors.
experience garners well for an environment that fosters open and effective debate.
For the financial year ended March 2023, the Board and the Audit & Compliance OVERSIGHT OF THE INVESTMENT MANAGERS
Committee convened four times and six times, respectively, which were all regularly – PROVEN MANAGEMENT LIMITED
scheduled meetings. The attendance record of each of the directors for the Board
meetings and the board committee meetings is listed as follows: PROVEN Management Limited (“PML”) is domiciled
in Jamaica and incorporated under the Companies
PGL Board Meetings 2022/2023 Act. PML has been registered by the Financial Services
Commission (“FSC”) since October 8, 2009, to conduct
JUN AUG NOV FEB activities in the regulated financial services industry
2022 2022 2022 2023 as a Securities Dealer. The principal activity of PML
Hugh Hart     is the investment management of the investment
company PGL. PML is also responsible for managing
Avinash Persaud   PROXY  the operations of PGL including identifying, analyzing,
John Collins   PROXY  and negotiating potential investments, monetizing
the performance of these investments and ensuring
Jeffrey Gellineau     adherence to established policies and procedures

2023 ANNUAL REPORT

Rhory McNamara     of PGL.

Garfield Sinclair     The Investment Management Committee (IMC) of PGL

Anya C. Chow Chung     was established by the Board of Directors of PML. The
members of the IMC comprises mandatory invitees of
Neycha Soodeen     all the senior managers of PML. Therefore, although
Dr. John-Paul Clarke     PGL does not have any employees, PML has a full staff
compliment which executes the operations for PGL.

53
 As part for governance framework of PML, BOARD COMMITTEE
there are established internal policies and
procedures, covering the operational, The Board delegates its powers and authorities from time to time to committees in order to
financial and regulatory framework within ensure that operational efficiency and specific issues are being handled with relevant expertise.
which it operates, including but not limited to: The directors have delegated specific functions to a sub-committee, the Audit and Compliance
(a) Anti-Money Laundering, Counter Committee, to assist the Board in ensuring that there is independent oversight of internal control
Financing of Terrorism and Counter and risk management. The Audit and Compliance Committee is governed by a charter that
Proliferation Financing (AML/CFT/CPF) outlines its role and responsibilities. The Chairman of the Audit and Compliance Committee
(b) Human Resources – that protects the safety reports to the Board on matters discussed at Committee meetings.
and welfare of all employees (i.e., code
of conduct and ethics, confidentiality, AUDIT RISK & COMPLIANCE COMMITTEE
staff related allowances and benefits
The committee comprises two independent non-executive directors and one executive director;
such as time-off leave, participation in
whose role includes ensuring compliance with statutory and any relevant requirements for
an Employee Share Agreement)
any public financial statement made by the company.
(c) Information Technology and Systems
The Audit committee continues to play a key oversight role on behalf of the Board. The
(d) Security Awareness and Cyber Security
committee’s functions include oversight of the internal audit and external audit process, risk
(e) Investment and Risk Management management and assessing the company’s level of compliance with legal and regulatory
(f) Whistleblower requirements. Details of the committee’s responsibilities are outlined in the Audit and
Compliance Committee Report on pages 56 to 58 of the Annual report.
Annually all employees of PML are required
to attend the job related specific training; and SHAREHOLDER AND STAKEHOLDER ENGAGEMENT
all employees and directors to attend AML/
CFT/CPF training as stipulated by regulations. The company is committed to maintaining and improving dialogue with shareholders. The
Board continues to use the Annual General Meeting (AGM) as its principal opportunity to
BOARD EVALUATION inform shareholders on the company’s affairs. Participation and open discussion at the AGM
are encouraged. Members of the Management company are required by the Board to attend
The Board Charter sets out the requirements the AGM to answer questions. Our shareholders and investors were updated on the Company’s
for a formal review of the performance of performance and plans at the Annual General Meeting (AGM) held on September 22, 2022.
the Board at least annually. A review of the
Board’s performance was conducted on SHAREHOLDER COMMUNICATION
November 11, 2022.
The Board recognizes the importance of communication with the Company’s shareholders
The Board assessed the effectiveness and aim to engage with shareholders transparently and regularly in order to facilitate a mutual
of its performance through an annual understanding of our respective objectives. The annual general meeting of the Company provides
questionnaire-based evaluation. The key an opportunity for face-to-face communication between the Board and the shareholders of the
issues covered include the size, composition, Company and promotes effective and open communication with all shareholders. Minutes of
and independence of the board; director the annual general meeting, including the questions asked by stakeholders, are available to
2023 ANNUAL REPORT

orientation and development; understanding shareholders on request or at the subsequent AGM. Shareholders may also submit a request for
of the business, including risks, oversight a copy of the minutes via email to info@weareproven.com and a copy will be emailed to them.
of the financial reporting process including
internal controls and oversight of audit The Company makes extensive use of the Company’s website to deliver up-to-date information
activities. It was determined from the to ensure that all shareholders have equal and timely access to important company information.
evaluation performed that the Board and its The Company’s website at weareproven.com includes the latest information regarding the
Committee continued to operate effectively, activities and publications of the Group in order to provide comprehensive information on
and that each director contributed well to . The Company’s annual report is available on our corporate website as well as quarterly
the discussions and strategy considerations. Investor updates on our financial performance and business highlights which are provided in
our Shareholders magazine.

54
DIRECTORS COMPENSATION

Our Corporate Governance Code, recognize that levels of remuneration of a company’s The Board
executives and board members should be sufficient to attract, retain and motivate persons of possesses
the quality required to support the success of the business. Employees who serve on Boards
do not receive additional compensation for service performed in this capacity. The emoluments experience and
paid to directors for the financial year of US$ 178,000 is shown in note 30 of the financial backgrounds
statements on page 128 of this annual report. in banking,
Directors are compensated based on the number of Board and Audit Committee meetings business, strategic
they have attended.
management,
ETHICS accounting, law
Underpinned by our core values of Integrity, Respect, Teamwork and Performance, PROVEN
and academia
reinforces our commitment to ethical business conduct through our Code of Business ethics
that is the hallmark of how we operate and do business. The policy ensures that:

OUR MANAGEMENT TEAM OUR SHAREHOLDERS

ā Leads by Example by protecting the company’s reputation for integrity and ā Maximize their worth by providing
professionalism and by inspiring confidence and trust in our clients, shareholders, competitive returns on their
employees, and the wider community. investment.
ā Practices Prudent Management based on sound economic sense in order to safeguard ā Enhance the reputation of the
stakeholders’ investments and to secure satisfactory returns. company thereby creating value
ā Is Accountable to all stakeholders. and strengthening the company’s
position in the market.
ā Values their Employees - they are treated fairly, with dignity and judged solely on their
ability to meet the job requirements. They ensure that the company is where the best ā Safeguard their assets using
people want to work. disciplined and informed
management
OUR EMPLOYEES
ā Have a fundamental respect for each other irrespective of rank, social standing, or any Our Code of Business Conduct can be
other distinction. viewed in its entirety on our website at
weareproven.com.
ā Have a duty to conduct and support their line manager in conducting business
responsibly and in compliance with laws, regulations, codes, policies and procedures. WE VALUE YOUR OPINION
ā Take their responsibilities seriously, are competent and honor their obligations to
colleagues, clients and other business contacts. Your support and opinion are invaluable to us.
We encourage you to share your suggestions
OUR CLIENTS and concerns with us. You can do so by

2023 ANNUAL REPORT

ā Are treated equally. We do not practice favoritism regardless of net worth, societal emailing us at info@weareproven.com.
status, personal or political associations. All clients deserve the same attention and The Board of Directors has approved the
best service we can provide. aforementioned Corporate Governance
ā Benefit from their Association with us. We recognize that the client is our reason for Framework and Policy on page 28.
being and thus we maintain high standards of customer service and respond to and
anticipate the customer’s needs. The Board’s Corporate Governance
policy can be viewed in its entirety on the
company’s website at weareproven.com

55
 Audit, Risk &
Compliance Committee
2023 COMMITTEE REPORT full mandate of the Audit and Compliance
Committee as outlined in its Board-
The Audit and Compliance Committee (ACC) (the “Committee “) is pleased to present their approved charter is reflected below:
Report for the financial year ended March 2023.
PURPOSE
The Board has the ultimate authority for effective corporate governance, including the role
of oversight of the management of the Company. The ACC continues to play a key role on The purpose of the Audit and Compliance
behalf of the Board. The primary role of the ACC is to assist the Board in fulfilling its oversight Committee of the Board of Directors (the
responsibilities in areas such as the effectiveness of the risk management framework and system “Committee”) is to assist the Board of
of internal controls, the integrity of the financial reporting process, as well as consideration Directors of PROVEN Investments Limited
of ethics and compliance matters. The Committee is entrusted to make recommendations to (hereinafter referred to as either “PROVEN
the Board on the appointment or reappointment of the external auditor and internal auditors. ” or “the Company”) in fulfilling its oversight
responsibilities for:
The Committee consists of four members and is chaired by Mr. Jeffrey Gellineau, a non-
executive director who is a financial expert i.e., a qualified accountant or has significant recent 1. The integrity of the Company’s financial
and relevant financial expertise. The other members are financially literate in accordance with statements.
the Terms of Reference for the Committee. 2. The Company’s policies, programmes
and procedures to ensure compliance
The Committee met six times during the year and executed its role and responsibilities as with the relevant legal and regulatory
outlined in the charter that has been adopted. The attendance of the members to the meetings requirements, the Company’s Code
of the Audit and Compliance Committee is indicated on page 53 of the Annual Report. of Ethics and Conduct, policies, other
relevant standards and best practice.
During the year, the Committee, amongst its other duties:
3. The Company’s efforts to implement
ā Assessed the independence, performance, and scope of the annual audit plan of the
legal obligations arising from material
external auditors and recommended their approval to the Board;
agreements and undertakings.
ā Approved the scope of the annual audit plan, completed by Internal Auditors and the
4. The qualifications and independence of
related budget and staffing;
the Company’s external auditors.
ā Received briefings from the Internal Auditor on the effectiveness of the Company’s risk
5. The performance of PROVEN ’s internal
management and internal control system and on the outcomes of significant audits and
audit function and its external auditors.
notable control matters;
ā Reviewed the Finance, Compliance, Risk and Governance performance of the Company MEMBERSHIP
2023 ANNUAL REPORT

throughout the year and considered areas which required significant judgement, the 1. The Committee will consist of at least
sources of estimation uncertainty and other key assumptions in light of economic and three and no more than nine members
market uncertainty. of the Board of Directors. The majority
will not be officers or employees of the
The Board accepted the recommendations of the ACC whenever made by the Committee
Company or any of its affiliates.
during the year.
2. The Committee shall be chaired by
The roles and responsibilities of the ACC, as set out in its Terms of Reference, are reviewed a member who is a non-executive
annually taking into account relevant regulatory changes and recommended best practice. The director.

56
3. No members shall participate in any issue in which that member has 2. Internal Control
a direct personal, financial or business interest. a. Consider the effectiveness of the Company’s internal
4. The members of the Committee and the Chair of the Committee control system.
shall be appointed annually by the Board on the recommendation b. Understand the scope of the internal and external auditors’
of the Nomination Committee of the Board. Members shall serve at reviews of internal control over financial reporting, and
the pleasure of the Board and for such term or terms as the Board obtain reports on significant findings and recommendations,
may determine. together with management’s responses.
5. Each Committee member will be financially literate. At least one
member shall be designated as the “financial expert”, i.e. a qualified 3. Internal Audit
accountant or shall have significant recent and relevant financial a. Review the procedures established for the receipt,
experience. retention, and treatment of complaints received regarding
accounting, internal accounting controls, or auditing
RESPONSIBILITIES matters; and the confidential, anonymous submission
The Audit and Compliance Committee shall have the duty and of concerns regarding questionable accounting or
responsibility to: auditing matters.
b. Review the effectiveness of PROVEN ’s internal audit
1. Financial Statements function, including compliance with the Institute of
a. Review significant accounting and reporting issues and Internal Auditors’ Standards for the Professional Practice of
understand their impact on the financial statements. These Internal Auditing.
issues include: c. Meet separately with internal auditors, to discuss any
• Complex or unusual transactions and highly judgmental areas. matters that the Committee or Group internal audit believes
should be discussed privately.
• Major issues regarding accounting principles and financial
statement presentations, including any significant changes 4. External Audit
in the
a. Review the external auditors’ proposed audit scope and
• Company’s selection or application of accounting principles. approach including coordination of audit effort with
• The effect of regulatory and accounting initiatives, as well internal audit.
as off-balance sheet structures, on the financial statements b. Review the performance of the external auditors, and
of the Company. exercise final approval on their appointment or discharge.
b. Review analysis prepared by management and/or the external In performing this review, the Committee will:
auditor, setting forth significant financial reporting issues • At least annually, obtain and review a report by the
and judgments made in connection with the preparation of external auditor describing the firm’s internal quality-
the financial statements, including analyses of the effects of control procedures; any material issues raised by the
alternative international Accounting Standard methods on the most recent internal quality control review, or peer
financial statements. review of the firm, or by any inquiry or investigation
c. Review with management and the external auditors the results by governmental or professional authorities within

2023 ANNUAL REPORT

of the audit including any difficulties encountered. This review the preceding five years, respecting one or more
will include any restrictions on the scope of the external auditor’s independent audits carried out by the firm, and any
activities, or on access to requested information, and any steps taken to deal with any such issues; and (to assess
significant disagreements with management. the auditor’s independence) all relationships between
the external auditor and the Company.
d. Review the annual financial statements and consider whether they
are complete, consistent with information known to Committee • Take into account the opinions of management and
members, and reflect appropriate accounting principles. the internal audit.
e. Understand how management develops interim financial • Review and evaluate the lead partner of the external
information and the nature and extent of internal and external auditor.
auditor involvement.

57
 • Present its conclusions with respect to the external auditor to the Board. 7. Other Responsibilities
c. Consider the rotation of the lead audit partner every five years and other audit a. Discuss with management the Company’s
partners every seven years and consider whether there should be regular major policies with respect to risk assessment
rotation of the audit firm itself. and risk management.
d. On a regular basis, meet separately with the external auditors to discuss b. Perform other activities related to this charter
any matters that the Committee or external auditors believe should be as requested by the Board of Directors.
discussed privately. c. Institute and oversee special investigations
5. Compliance as needed.

a. Review the Company’s policies, programmes and procedures for ensuring d. Review and assess the adequacy of the
compliance with relevant legal and regulatory requirements, the Company’s committee charter annually, requesting
Code of Ethics and Conduct, other relevant standards, best practice and legal Board approval for proposed changes and
obligations, including those imposed by material agreements and undertakings. ensure appropriate disclosure as may be
required by law or regulation.
b. Review annually PROVEN ’s Compliance Plan and assess the implementation
of the plan during the period under review. e. Confirm (annually) that all responsibilities
outlined in this charter have been
c. Review the findings of any examinations by regulatory agencies and any carried out.
auditor observations.
d. Review the process for communicating the code of conduct to the Group’s
personnel and for monitoring compliance therewith.
e. Review PROVEN ’s compliance risk assessment plan.
f. Investigate, or cause to be investigated, any significant instances of non-
compliance or potential compliance violations that are reported to
the Committee.
g. Review any legal matters that could have a significant impact on the Company’s
financial statements, compliance with applicable laws and regulations, as well
as inquiries received from regulators and government agencies.
h. Meet separately with the Head of the Finance/Compliance Department to
discuss compliance matters and to receive regular updates on compliance
matters in relation to the Company’s business and to discuss any matters that
the Committee believes should be discussed privately.

6. Reporting Responsibilities
a. Report to the Board of Directors about the Committee’s activities and issues
that arise, with respect to the quality or integrity of the Company’s financial
statements; the Company’s compliance with legal or regulatory requirements;
2023 ANNUAL REPORT

its, policies, relevant standards and best practice; the performance and
independence of the Company’s external auditors and the performance of
the PROVEN ’s internal audit function.
b. Provide an open avenue of communication between internal auditors, the
external auditors, and the Board of Directors and between PROVEN ’s and the
Company’s compliance functions and the Board of Directors.
c. Review any other reports that relate to committee responsibilities.
d. Report to the Board of Directors any matter for which action or improvement
is needed and make recommendations as to the steps to be taken.

58
Consolidated
Financial
Statements

2023 ANNUAL REPORT

59
 KPMG
204 Johnsons Centre
No. 2 Bella Rosa Road
Gros Islet
Saint Lucia
Telephone (758) 453-2298
Email: ecinfo@kpmg.lc

INDEPENDENT AUDITORS’ REPORT

To the Members of
PROVEN GROUP LIMITED
(formerly PROVEN INVESTMENTS LIMITED)

Opinion

We have audited the consolidated financial statements of Proven Group Limited

(“the Company”) and its subsidiaries (“the Group”) set out on pages 69 161,
10 to 102,
which comprise the consolidated statement of financial position as at March 31,
2023, the consolidated statements of profit or loss, profit or loss and other
comprehensive income, changes in equity and cash flows for the year then
ended, and notes, comprising significant accounting policies and other
explanatory information.

In our opinion, the accompanying consolidated financial statements present

fairly, in all material respects, the consolidated financial position of the Group as
at March 31, 2023, and its consolidated financial performance and its
consolidated cash flows for the year then ended in accordance with IFRS
Standards as issued by the International Accounting Standards Board (IFRS
Standards).

Basis for Opinion

We conducted our audit in accordance with International Standards on Auditing

(ISAs). Our responsibilities under those standards are further described in the
Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements
section of our report. We are independent of the Company in accordance with
International Ethics Standards Board for Accountants International Code of
2023 FINANCIALS

Ethics for Professional Accountants (including International Independence

Standards) (IESBA Code) together with the ethical requirements that are
relevant to our audit of the consolidated financial statements in Saint Lucia and
we have fulfilled our other ethical responsibilities in accordance with these
requirements and the IESBA Code. We believe that the audit evidence we have
obtained is sufficient and appropriate to provide a basis for our opinion.
KPMG in Barbados and the Eastern Caribbean, a partnership registered in Barbados, Antigua and Barbuda, Saint Lucia and St. Vincent and the Grenadines, and a
member firm of the KPMG global organization of independent member firms affiliated with KPMG International Limited, a private English company limited by
guarantee.

60 KPMG in Barbados and the Eastern Caribbean, a partnership registered in Barbados, Antigua and Barbuda, Saint Lucia and St. Vincent and the Grenadines,
and a member firm of the KPMG global organization of independent member firms affiliated with KPMG International Limited, a private English company
limited by guarantee.
Page 2

INDEPENDENT AUDITORS’ REPORT (CONTINUED)

To the Members of
PROVEN GROUP LIMITED
(formerly PROVEN INVESTMENTS LIMITED)

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of
most significance in our audit of the consolidated financial statements of the
current period. These matters were addressed in the context of our audit of the
consolidated financial statements as a whole, and in forming our opinion
thereon, and we do not provide a separate opinion on these matters.

1. Measurement of Expected Credit Losses on Financial Assets

Key Audit Matter How the matter was addressed in our

audit
The determination of expected credit
losses (‘ECL’) on financial assets is We performed the following procedures:
highly subjective and requires  Obtained an understanding of the
management to apply significant models used by management for the
judgement and make significant calculation of expected credit losses on
estimates. financial assets.

The key areas requiring greater  Tested the design and implementation
management judgement include the of the control over management review
identification of significant increases of the expected credit losses.
in credit risk (‘SICR’), the
determination of probability of  Tested the completeness and accuracy
default, loss given default, exposure of the data used in the models to the
at default, management overlay and underlying accounting records on a
the application of forward-looking sample basis.
information.
 Challenged management’s key
Significant management judgement assumptions by involving our financial
is used in determining the risk modelling specialists to evaluate
appropriate variables and the appropriateness of the Group’s
assumptions used in the ECL impairment methodologies, including
calculations, which increases the risk the criteria used to determine
significant increases in credit risk and

2023 FINANCIALS
of a material misstatement.
independently assessed the
assumptions for probability of default,
See notes 3(j) and 37(b) of the loss given default and exposure at
consolidated financial statements. default.

61
 Page 3

INDEPENDENT AUDITORS’ REPORT (CONTINUED)

To the Members of
PROVEN GROUP LIMITED
(formerly PROVEN INVESTMENTS LIMITED)

Key Audit Matters (Continued)

1. Measurement of Expected Credit Losses on Financial Assets (continued)

Key Audit Matter How the matter was addressed in our

audit

Therefore, the impairment of financial We performed the following procedures

assets has a high degree of (continued):
estimation uncertainty.  Involved our financial risk modelling
specialists to evaluate the
See notes 3(j) and 37(b) of the appropriateness of the Group’s
consolidated financial statements. methodology for incorporating forward-
looking information and management
overlays, and the economic scenarios
used along with the probability
weightings applied to them.
 Assessed the adequacy of the
disclosures of the key assumptions and
judgements for compliance with IFRS 9.

2. Impairment of intangible assets and investment in associates

Key Audit Matter How the matter was addressed in our

audit

The carrying value of the Group's We performed the following procedures:

intangible assets, including goodwill
as well as its investment in  Evaluated whether there were
associated companies, may not be indicators of impairment of the
recoverable due to changes in the investments, considering market
2023 FINANCIALS

business and economic environment prices, the economic environment and

business performance of each
in which the relevant investees
associate.
operate.
 Tested the design and implementation
of the control over management
review of impairment testing of the
intangible assets and investment in
associates.

62
Page 4

INDEPENDENT AUDITORS’ REPORT (CONTINUED)

To the Members of
PROVEN GROUP LIMITED
(formerly PROVEN INVESTMENTS LIMITED)

Key Audit Matters (Continued)

2. Impairment of intangible assets and investment in associates (continued)

Key Audit Matter How the matter was addressed in our

audit

These factors create inherent We performed the following procedures

uncertainty in forecasting and require (continued):
significant judgement in estimating
and discounting future cash flows  Tested the reasonableness of the
that support the assessment of forecasts and discounted cash flow
recoverability. calculations, including use of our
enterprise valuation specialists to
evaluate the assumptions and
methodologies used by management
See notes 3(g), 12 and 14 of the and to test the mathematical accuracy
consolidated financial statements. of the calculations.
 Compared the assumptions to
externally derived data as well as our
own assessments of key inputs, such
as economic factors, cost inflation
and discount rates, as well as
performing sensitivity analysis on the
assumptions.
 Compared the sum of the discounted
cash flows to the investees’ market
capitalisation, where applicable and
our understanding of the market
conditions, to assess the
reasonableness of those cash flows.
 Compared the carrying values to the
computed recoverable amounts.

2023 FINANCIALS
 Assessed the adequacy of the
Group's disclosures about the key
assumptions and the sensitivity of the
impairment assessments to changes
in key assumptions.

63
 Page 5

INDEPENDENT AUDITORS’ REPORT (CONTINUED)

To the Members of
PROVEN GROUP LIMITED
(formerly PROVEN INVESTMENTS LIMITED)

Key Audit Matters (Continued)

3. Valuation of investment securities

Key Audit Matter How the matter was addressed in our
audit

The valuation of the Group’s We performed the following procedures:

investment securities requires
significant estimation, which is  Tested the design and
impacted by uncertainty of market implementation of the control over
factors. These market or economic management review of the valuation
conditions either has a direct impact of investment securities.
on the Fair value measurement if fair
value is determined based on market  Involved our valuation specialists in
prices, or indirectly if a valuation challenging the valuation
technique is based on inputs that are methodologies and assumptions used
derived from the market. by management to determine the fair
value of investment securities. This
See notes 3(b), 5 and 38 of the included independent computations
consolidated financial statements. and comparison of the fair value of
investment securities.
 Reviewed management’s
assessment and considered whether
impairment is appropriately
considered and reflected in the
measurement of investments.
 Assessed the adequacy of the
Group's disclosures about fair value
measurements and the sensitivity of
the fair values to changes in key
assumptions.
2023 FINANCIALS

64
Page 6

INDEPENDENT AUDITORS’ REPORT (CONTINUED)

To the Members of
PROVEN GROUP LIMITED
(formerly PROVEN INVESTMENTS LIMITED)

Other Information

Management is responsible for the other information. The other information

comprises the information included in the annual report but does not include
the consolidated financial statements and our auditors’ report thereon. The
annual report is expected to be made available to us after the date of this
auditors’ report.

Our opinion on the consolidated financial statements does not cover the other
information and we will not express any form of assurance conclusion thereon.

In connection with our audit of the consolidated financial statements, our

responsibility is to read the other information identified above when it becomes
available and, in doing so, consider whether the other information is materially
inconsistent with the consolidated financial statements or our knowledge
obtained in the audit, or otherwise appears to be materially misstated.

When we read the annual report, if we conclude that there is a material

misstatement therein, we are required to communicate the matter to those
charged with governance.

Responsibilities of Management and Those Charged with Governance for the

Consolidated Financial Statements

Management is responsible for the preparation and fair presentation of the

consolidated financial statements in accordance with IFRS Standards, and for
such internal control as management determines is necessary to enable the
preparation of consolidated financial statements that are free from material
misstatement, whether due to fraud or error.

In preparing the consolidated financial statements, management is responsible

for assessing the Company’s ability to continue as a going concern, disclosing,

2023 FINANCIALS
as applicable, matters related to going concern and using the going concern
basis of accounting unless management either intends to liquidate the Company
or to cease operations, or has no realistic alternative but to do so.

Those charged with governance are responsible for overseeing the Group’s
financial reporting process.

65
 Page 7

INDEPENDENT AUDITORS’ REPORT (CONTINUED)

To the Members of
PROVEN GROUP LIMITED
(formerly PROVEN INVESTMENTS LIMITED)

Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements

Our objectives are to obtain reasonable assurance about whether the

consolidated financial statements as a whole are free from material
misstatement, whether due to fraud or error, and to issue an auditors’ report
that includes our opinion. Reasonable assurance is a high level of assurance, but
is not a guarantee that an audit conducted in accordance with ISAs will always
detect a material misstatement when it exists. Misstatements can arise from
fraud or error and are considered material if, individually or in the aggregate, they
could reasonably be expected to influence the economic decisions of users
taken on the basis of these consolidated financial statements.

A further description of our responsibilities for the audit of the consolidated

financial statements is included in the Appendix of this auditors’ report. This
description, which is located at pages 67
8-9,toforms
68, forms
part part of auditors’
of our our auditors’ report.
report.

The engagement partner on the audit resulting in this independent auditors’

report is Lisa Brathwaite.

Chartered Accountants
Castries
Saint Lucia

August 2, 2023
2023 FINANCIALS

66
Page 8

INDEPENDENT AUDITORS’ REPORT (CONTINUED)

To the Members of
PROVEN GROUP LIMITED
(formerly PROVEN INVESTMENTS LIMITED)

Appendix to the Independent Auditors’ report

As part of an audit in accordance with ISAs, we exercise professional judgment

and maintain professional skepticism throughout the audit. We also:

 Identify and assess the risks of material misstatement of the consolidated

financial statements, whether due to fraud or error, design and perform audit
procedures responsive to those risks, and obtain audit evidence that is
sufficient and appropriate to provide a basis for our opinion. The risk of not
detecting a material misstatement resulting from fraud is higher than for one
resulting from error, as fraud may involve collusion, forgery, intentional
omissions, misrepresentations, or the override of internal control.

 Obtain an understanding of internal control relevant to the audit in order to

design audit procedures that are appropriate in the circumstances, but not
for the purpose of expressing an opinion on the effectiveness of the Group’s
internal control.

 Evaluate the appropriateness of accounting policies used and the

reasonableness of accounting estimates and related disclosures made by
management.

 Conclude on the appropriateness of management’s use of the going concern

basis of accounting and, based on the audit evidence obtained, whether a
material uncertainty exists related to events or conditions that may cast
significant doubt on the Company’s ability to continue as a going concern. If
we conclude that a material uncertainty exists, we are required to draw
attention in our auditors’ report to the related disclosures in the consolidated
financial statements or, if such disclosures are inadequate, to modify our
opinion. Our conclusions are based on the audit evidence obtained up to the
date of our auditors’ report. However, future events or conditions may cause

2023 FINANCIALS
the Company to cease to continue as a going concern.

 Evaluate the overall presentation, structure and content of the consolidated

financial statements, including the disclosures, and whether the consolidated
financial statements represent the underlying transactions and events in a
manner that achieves fair presentation.

67
 Page 9

INDEPENDENT AUDITORS’ REPORT (CONTINUED)

To the Members of
PROVEN GROUP LIMITED
(formerly PROVEN INVESTMENTS LIMITED)

Appendix to the Independent Auditors’ report (continued)

As part of an audit in accordance with ISAs, we exercise professional

judgment and maintain professional skepticism throughout the audit. We
also (continued):

 Obtain sufficient appropriate audit evidence regarding the financial

information of the entities or business activities within the Group to express
an opinion on the consolidated financial statements. We are responsible for
the direction, supervision and performance of the group audit. We remain
solely responsible for our audit opinion.

We communicate with those charged with governance regarding, among other

matters, the planned scope and timing of the audit and significant audit findings,
including any significant deficiencies in internal control that we identify during
our audit.

We also provide those charged with governance with a statement that we have
complied with relevant ethical requirements regarding independence, and
communicate with them all relationships and other matters that may reasonably
be thought to bear on our independence, and where applicable, actions taken to
eliminate threats or safeguards applied.

From the matters communicated with those charged with governance, we

determine those matters that were of most significance in the audit of the
consolidated financial statements of the current period and are therefore the key
audit matters. We describe these matters in our auditors’ report unless law or
regulation precludes public disclosure about the matter or when, in extremely
rare circumstances, we determine that a matter should not be communicated in
our report because the adverse consequences of doing so would reasonably be
expected to outweigh the public interest benefits of such communication.
2023 FINANCIALS

68
 IO

PROVEN GROUP LIMITED PROVEN GROUP LIMITED

formerly PROVEN INVESTMENTS LIMITED
(formerlv PROVEN INVESTMENTS LIMITED)
Consolidated Consolidated
Statement Statement of of Financial Position
As of March 31, 2023 (Presented
As ofin United
31 States
2023 dollars, except as otherwise stated)
Financial Positiont
March
(Presented in United States dollclrs, except as otherwise stated)

R!::1tated*
Notes 2023 2022 2021
$'000 $'000 $'000
ASSETS
Cash and cash equivalents 3(c)(ii) 144,798 286,147 151,859
Resale agreements 4 3,633 8,237 6,458
Owed by related party 819 275 91
Investment securities 5 378,680 335,192 265,291
Assets held for sale 266
Loans receivable 6 243,337 207,376 31,962
Trade and other assets 7 33,094 25,677 13,903
Inventories 8 10,124 7,972
Pmperty development in progress 9 23.652 38,378 23,087
698 403 235
to
Income tax recoverable
Property, plant and equipment 30.834 31,359 4,014
Investment prope1fy 11 20,842 14,841 10,678
Intangible assets 12 39,461 46,370 20,441
Investment in associates 14 131,279 138,935 145,167
Defem:d tax asset 16 1.815 1,041 _lU.
Total assets 1.06,3.QM l.142...W 67.l.s.3.5.
LIABILIHES AND STOCKHOLDERS' EQUITY
Liabilities
Repurchase agreements 17 78,333 67,243 68,318
Owed to related parties 18 662 1,548
Due to banks 3,687 520 520
Due to customers 19 568,685 661.493 286,293
Notes payable 20 228,352 210.768 134,845
Current income tax payable 1,028 346 792
Other liabilities 21 24,117 21,770 6,877
Defined benefit obligations 15(b) 3,282 2,917
Deferred income 4,844 9,319 3,910
Lease liabilities 22 1,395 1,679 2,013
Preference share5 23 I I 1
Total liabilities 913.724 976,718 505,117

Stockholders· equity
Share c· pita! 24 125.961 115,754 115,754
Fair value reserve 25 28,399) 21,971) 6,867
Foreign exchange translation reserve 26 4,559 5,729 2,783
Retained earnings 29.51� 41,549 35.270
Equity attributable to owners of the Company 131,634 141,061 160,674
Non-controlling interest 27 17.708 24,424 7,71:1
Total stockholders· equity 149.342 165.485 168.418

2023 FINANCIALS
Total liabilities and stockholders' equity I Q�J,Q(m I,1�21lQJ -6.7J,535
The financial statements on pages 69 to 161
IO to I 02 were
were approved
approved for
for issue
issue by
by the
the Board
Board of
of Directors
Directors on
on July
July 31,
31, 2023
2023
and signed on its behalf by:

_l/... v>-::>::_
___ 1
_r___
�
Jeffrey Gellincau
Di.rector

*Restated. see note 39.

The accompanying notes form an integral part of the consolidated financial statements.
69
 11
PROVEN GROUP LIMITED
PROVEN GROUP LIMITED (formerly PROVEN INVESTMENTS LIMITED)
formerly PROVEN INVESTMENTS LIMITED

Consolidated Statement of Profit or Loss

Consolidated Statement of Profit or Loss
Year ended March 31, 2023Year ended March
(Presented 31, 2023
in United States dollars, except as otherwise stated)
(Presented in United States dollars, except as otherwise stated)

Restated*
Notes 2023 2022
$'000 $'000

Net interest income, calculated using the

effective interest method
Interest income 28 33,407 12,639
Interest expense 28 ( 16,037) ( 7,558)
17,370 5,081
Gross profit on manufacturing operations
Gross revenue 74,802 53,694
Cost of sales ( 64,834) (45,160)
9,968 8,534
Gross profit on property sales
Property sales 31,680 -
Property expenses ( 29,655) ( 34)
2,025 ( 34)

Fees and commissions 11,821 9,296

Net fair value adjustments and realised gains 29 783 2,249
Dividends 116 204
Net foreign exchange gains 364 830
Pension management income 3,524 3,338
16,608 15,917
Operating revenue, net 45,971 29,498
Other income 3,671 4,688
Loss on disposal of associate 14 - ( 23)
Bargain purchase gain on acquisition of subsidiary 13(a) - 4,563
49,642 38,726
Operating expenses
Staff costs 30 20,840 11,955
Depreciation and amortisation 10,12 6,768 3,108
Impairment (reversal)/loss on loans and other assets ( 90) 20
Impairment (reversal)/loss on investments ( 61) 1,196
Other operating expenses 31 34,932 19,030
Total 62,389 35,309
Operating (loss)/profit ( 12,747) 3,417
Preference share dividend 33(f) - ( 2,556)
2023 FINANCIALS

Share of profit of associates 14 8,481 15,214

(Loss)/profit before income tax ( 4,266) 16,075
Income tax charge 32 ( 1,095) ( 1,165)
(Loss)/profit for the year ( 5,361) 14,910
(Loss)/profit attributable to:
Owners of the company ( 4,864) 11,967
Non-controlling interest 27 ( 497) 2,943
(Loss)/profit for the year ( 5,361) 14,910

Earnings and diluted earnings per stock unit 34 ( 0.62)¢ 1.58¢

70 *Restated, see note 39.

The accompanying notes form an integral part of the consolidated financial statements.
 12
PROVEN GROUP LIMITED
PROVEN GROUP LIMITED (formerly PROVEN INVESTMENTS LIMITED)
formerly PROVEN INVESTMENTS LIMITED

Consolidated Statement of Profit or Loss

Consolidated Statement of Profit or Loss and Other Comprehensive Income
Year ended March 31, 2023
and Other Comprehensive Income
(Presented in United States dollars, except as otherwise stated)
Year ended March 31, 2023 (Presented in United States dollars, except as otherwise stated)

Restated*
Notes 2023 2022
$'000 $'000

(Loss)/profit for the year ( 5,361) 14,910

Other comprehensive loss

Items that are or may be reclassified to profit or loss:

Realised gains/(losses) on debt securities at FVOCI 1,554 ( 119)
Unrealised losses on debt securities at FVOCI ( 369) (11,092)
Deferred tax on fair value adjustment on securities at FVOCI 374 983
Deferred tax on employee benefit assets and obligations - ( 29)
Exchange differences on translation of foreign operations ( 444) 1,245
Share of other comprehensive loss in associates ( 8,367) (18,962)
( 7,252) (27,974)

Items that will not be reclassified to profit or loss:

Share of other comprehensive (loss)/profit in associates ( 147) 45
Remeasurement of employee benefit assets and obligations ( 196) 953
( 343) 998
Total other comprehensive loss ( 7,595) (26,976)
Total comprehensive loss for the year (12,956) (12,066)

Other comprehensive loss attributable to:

Owners of the company ( 7,697) (25,425)
Non- controlling interest 27 102 ( 1,551)
( 7,595) (26,976)

Total comprehensive loss attributable to:

Owners of the company (12,561) (13,458)
Non-controlling interest ( 395) 1,392
Total comprehensive loss for the year (12,956) (12,066)

2023 FINANCIALS
71
*Restated, see note 39.

The accompanying notes form an integral part of the consolidated financial statements.
 13

PROVEN GROUP LIMITED PROVEN GROUP LIMITED

(formerly
formerly PROVEN INVESTMENTS PROVEN INVESTMENTS LIMITED)
LIMITED

ConsolidatedConsolidated
Statement Statement of of Changes
Changes in Equity in Equity
(Presented
Year ended March 31, 2023Year in United
ended March States dollars, except as otherwise stated)
31, 2023
(Presented in United States dollars, except as otherwise stated)

Attributable
to
Foreign equity
Fair exchange holders Non-
Share value translation Retained of the controlling
capital reserve reserve earnings Company interest Total
$’000 $’000 $’000 $’000 $’000 $’000 $’000
(Note 24) (Note 25) (Note 26) (Note 27)

Balances at April 1, 2021 115,754 6,867 2,783 36,277 161,681 7,744 169,425
Prior year adjustment - - - ( 1,007) ( 1,007) - ( 1,007)
As restated (Note 39) 115,754 6,867 2,783 35,270 160,674 7,744 168,418

Total comprehensive income for 2022

Profit for the year - - - 12,537 12,537 2,943 15,480
Prior year adjustment - - - ( 570) ( 570) - ( 570)
As restated (Note 39) - - - 11,967 11,967 2,943 14,910
Other comprehensive loss for the year
Foreign exchange differences on translation
of foreign subsidiary’s financial statements - - 1,245 - 1,245 - 1,245
Realised gain on debt securities at FVOCI - ( 119) - - ( 119) - ( 119)
Unrealised loss on debt securities at FVOCI - ( 9,084) - - ( 9,084) ( 2,008) ( 11,092)
Deferred tax credit on fair value adjustments - 983 - - 983 - 983
Remeasurement of employee benefit assets - - - 481 481 472 953
Deferred tax on employee benefit assets - - - ( 14) ( 14) ( 15) ( 29)
Share of associates’ other comprehensive
loss - (20,618) 1,701 - ( 18,917) - ( 18,917)
Other comprehensive income/ (loss) for year,
net of tax - (28,838) 2,946 467 ( 25,425) ( 1,551) ( 26,976)
Total comprehensive loss for the year - (28,838) 2,946 12,434 ( 13,458) 1,392 ( 12,066)

Transactions with owners recorded directly

in equity
Dividends to equity holders (Note 35) - - - ( 6,155) ( 6,155) ( 1,119) ( 7,274)
Non-controlling interest arising on
Business combination - - - - - 16,407 16,407
Balances at March 31, 2022,
as restated (Note 39) 115,754 (21,971) 5,729 41,549 141,061 24,424 165,485
Total comprehensive income for 2023
Loss for the year - - - ( 4,864) ( 4,864) ( 497) ( 5,361)
Other comprehensive income for the year
Foreign exchange differences on translation
of foreign subsidiary’s financial statements - - ( 444) - ( 444) - ( 444)
Realised loss on debt securities at FVOCI - 1,355 - - 1,355 199 1,554
Unrealised loss on debt securities at FVOCI - ( 369) - - ( 369) - ( 369)
2023 FINANCIALS

Deferred tax credit on fair value adjustments - 374 - - 374 - 374

Remeasurement of defined employee benefits - - - ( 99) ( 99) ( 97) ( 196)
Share of associates’ other comprehensive
loss - ( 7,788) ( 726) - ( 8,514) - ( 8,514)
Other comprehensive loss for year,
net of tax - ( 6,428) ( 1,170) ( 99) ( 7,697) 102 ( 7,595)
Total comprehensive loss for the year - ( 6,428) ( 1,170) ( 4,963) ( 12,561) ( 395) ( 12,956)
Transactions with owners recorded directly
in equity
Issue of new shares [Note 24(a)] 10,207 - - - 10,207 - 10,207
Dividends to equity holders (Note 35) - - - ( 2,440) ( 2,440) - ( 2,440)
Acquisition of non-controlling interest - - - ( 4,633) ( 4,633) ( 6,321) ( 10,954)
Balances at March 31, 2023 125,961 (28,399) 4,559 29,513 131,634 17,708 149,342
72 The accompanying notes form an integral part of the consolidated financial statements.
 14
PROVEN GROUP LIMITED
PROVEN GROUP LIMITED (formerly PROVEN INVESTMENTS LIMITED)
formerly PROVEN INVESTMENTS LIMITED

ConsolidatedConsolidated
Statement Statement of of
Year ended March 31, 2023
Cash Cash
Flows Flows
Year ended March 31, 2023 (Presented in United States dollars, except as otherwise stated)
Presented in United States dollars, except as otherwise stated)

Restated*
Notes 2023 2022
$'000 $'000
Cash flows from operating activities
(Loss)/profit for the year ( 5,361) 14,910
Adjustments for:
Depreciation 10 3,110 1,549
Amortisation 12 3,682 1,823
Interest income 28 ( 33,407) (12,639)
Interest expense 28 16,037 7,558
Dividend income ( 116) ( 204)
Impairment loss/(reversal) in loans and other assets ( 90) 20
Impairment loss/(reversal) on investments ( 61) 1,196
Impairment of associate 14 6,609 830
Impairment of intangible assets 12 3,513 353
Write off of intangible asset 12 456 -
Share of profit of associates 14 ( 8,481) (15,214)
Fair value adjustment on investment property 29 ( 1,193) ( 624)
Gain on disposal of property, plant and equipment ( 20) -
Unrealised fair value on investments 29 284 648
Loss on disposal of associate 14(i) - 23
Bargain purchase 13(a) - ( 4,563)
Unrealised foreign exchange gain ( 364) ( 830)
Income tax charge 32 1,095 1,165
Defined benefit obligation 307 890
( 14,000) ( 3,109)
Change in operating assets and liabilities
Investment securities ( 41,175) 13,712
Loans receivable ( 36,618) (10,110)
Other assets ( 5,181) 931
Other liabilities 1,608 ( 985)
Due to customers ( 92,808) 58,922
Due to other banks 3,167 -
Inventories ( 2,152) ( 2,703)
Repurchase agreements 11,090 ( 1,075)
Resale agreements 4,604 ( 1,779)
Owed to related party ( 662) ( 886)
Owed by related party ( 544) ( 275)
Retirement benefits paid ( 138) ( 651)
Deferred income ( 4,475) 5,409
Development in progress 14,726 (14,513)
(162,558) 42,888
Interest received 32,970 12,285
Dividend received 116 204
Interest paid ( 15,249) ( 7,418)
Income tax paid ( 1,100) ( 1,646)
Net cash (used in)/provided by operating activities (145,821) 46,313

2023 FINANCIALS
Cash flows from investing activities
Proceeds from disposal of property, plant and equipment 41 -
Proceeds from disposal of associate - 480
Purchase of investment property ( 4,792) ( 4,315)
Purchase of property, plant and equipment 10 ( 2,468) ( 2,289)
Acquisition of subsidiaries, net of cash received13 - 25,679
Dividend received from equity accounted investees 1,014 2,083
Purchase of intangible asset 12 ( 677) ( 915)
Net cash (used in)/provided by investing activities ( 6,882) 20,723
Net cash flows (used in)/provided by operating and
investing activities (carried forward to page 15)
74) (152,703) 67,036

The accompanying notes form an integral part of the consolidated financial statements.
73
 15

PROVEN GROUP LIMITED PROVEN GROUP LIMITED

(formerly
formerly PROVEN INVESTMENTS PROVEN INVESTMENTS LIMITED)
LIMITED

ConsolidatedConsolidated
Statement Statement of of
Cash Cash Flows (continued)
Flows (Continued)
(Presented
Year ended March 31, 2023Year in United
ended March States dollars, except as otherwise stated)
31, 2023
Presented in United States dollars, except as otherwise stated)

Restated*
Notes 2023 2022
$'000 $'000

Net cash flows (used in)/provided by operating and investing

activities (brought forward from page 73)14) (152,703) 67,036

Cash flows from financing activities

Proceeds from notes payable 38,246 110,739
Repayment of notes payable ( 21,649) ( 34,596)
Payment of lease liabilities 22 ( 314) ( 204)
Dividends paid 35 ( 2,440) ( 7,274)
Net cash provided by financing activities 13,843 68,665
Net (decrease)/increase in cash and cash equivalents (138,860) 135,701

Cash and cash equivalents at beginning of year 286,147 151,859

Effect of exchange rate fluctuations on cash and cash equivalents ( 2,489) ( 1,413)
Cash and cash equivalents at end of year 144,798 286,147
2023 FINANCIALS

*Restated, see note 39.

74 The accompanying notes form an integral part of the consolidated financial statements.
 16

PROVEN GROUP LIMITED

PROVEN GROUP LIMITED (formerly PROVEN INVESTMENTS LIMITED)
formerly PROVEN INVESTMENTS LIMITED

Notes to the Consolidated Financial Statements

Notes to the Consolidated Financial Statements
Year ended March 31, 2023
(Presented
Year ended March 31, 2023(Presented in in United
United States
States dollars,
dollars, except
except as otherwise
as otherwise stated)
stated)

1. Identification
During the year, the Board of Directors of PROVEN Investments Limited (‘the Company’)
passed a resolution to effect a change of the name of the Company from ‘PROVEN
Investments Limited’ to ‘PROVEN Group Limited’.
PROVEN Group Limited (“the Company”) is incorporated and domiciled in Saint Lucia under
the International Business Companies Act, with registered office at 20 Micoud Street, Castries,
Saint Lucia. The Company is controlled by MPS Holdings Limited by virtue of the rights
associated with the manager’s preference shares (see note 23). The Company’s shares are
listed on the Jamaica Stock Exchange.
The primary activities of the Company are the holding of tradable securities for investment
purposes and holding equity in investments. Proven Management Limited (PML), a Jamaican
limited liability company, is responsible for managing the operations of the Company including
identifying analysing and negotiating potential investments and monetising the performance of
these investments. Management fees are paid to PML at a rate of 2% of the average
Consolidated Net Asset Value of the Company, together with general consumption tax, if
applicable, for services provided [see note 33 (c)].
The Company has the following subsidiaries and associated companies:

Country of Percentage
Subsidiaries incorporation Nature of Business ownership
2023 2022
Proven Bank Holding Limited Cayman Holding company 100 -
Proven Bank (Cayman) Limited (formerly Cayman Islands Retail Banking Services 100 100
Fidelity Bank Cayman Limited)
Proven Properties (Cayman) Limited Cayman Islands Real estate investment 100 100
(formerly Real Properties Limited)
WBR Properties Limited Cayman Islands Real estate investment 50.5 50.5
Proven Bank (St. Lucia) Limited (formerly Saint Lucia Private Banking 100 75
Boslil Bank Limited)
Proven International Holdings Limited Saint Lucia Holding company 100 75
(formerly Boslil International
Holdings Limited)
Proven Bond Fund Limited (formerly Saint Lucia Structured finance services 100 100
Boslil Bond Fund Limited) investment management
Proven Equity Fund Limited Saint Lucia Private mutual fund 100 100
(formerly Boslil Fund Limited)
Proven Secretarial Services (formerly Saint Lucia Private secretarial services 100 100
Boslil Secretarial Services)
Proven Corporate Services Limited Saint Lucia Registered agent services 100 100

2023 FINANCIALS
(formerly Boslil Corporate Services
Limited)
Proven Finance Limited (formerly Saint Lucia Structured finance services 100 100
Boslil Finance Limited) investment management
Proven Sudamenco S.A. (formerly Uruguay Market research translation 100 100
Boslil Sudamenco S.A) and business development
services
Proven Investments Holding Limited St. Lucia Holding company 100 -
Heritage Education Funds International Inc. Canada Scholarship Trust plans 100 100

75
 17

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

1. Identification (continued)

The Company has the following subsidiaries and associated companies (continued):

Country of Percentage
Subsidiaries incorporation Nature of Business ownership
2023 2022
Proven Wealth Limited Jamaica Fund management, investment
advisory services, pension fund
management and money market
and equity trading 100 100
International Financial Planning Jamaica
Limited Jamaica Fund management 100 100
Proven Wealth (Cayman Limited) (formerly Cayman Islands
International Financial Planning (Cayman
Limited): Investment advisory services 100 100
Proven Wealth Cayman Ltd Cayman
(formerly IFP Cayman Ltd) Investment advisory services 100 100
Proven Wealth BVI Limited (formerly IFP BVI
BVI Limited) Investment advisory services 100 100
Proven Wealth Bermuda Limited (formerly Bermuda Investment advisory services
IFP Bermuda Limited) 100 100
Asset Management Company
Limited Jamaica Hire purchase financing 100 100
Proven | Properties Limited: Saint Lucia Real estate investment 100 100
Real 53 NPW Limited Saint Lucia Real estate investment 100 100
Proven Kingsway Limited Saint Lucia Real estate investment 100 100
Real Millsborough Limited Saint Lucia Real estate investment 100 100
Real Bloomfield Limited Saint Lucia Real estate investment 100 100
Real PP Limited Saint Lucia Real estate investment 100 100
GIAU A1 Saint Lucia Real estate investment 100 100
Real PP2 Limited Saint Lucia Real estate investment 100 100
Real Braemar Saint Lucia Real estate investment 100 100
Real Milford Saint Lucia Real estate investment 100 100
Real West Kings Saint Lucia Real estate investment 100 100
Real Gladstone Limited Saint Lucia Real estate investment 60 60
SKILLEX Jamaica Real estate investment 60 60
Grove Park Limited Saint Lucia Real estate investment 52 52
Omega Bay Cayman Real estate investment 40 40
Proven Properties Cayman Limited Cayman Real estate investment 100 -
Real Logistics Limited Jamaica Real eatate investment 100 -
GIAU B8 Jamaica Real estate investmen 100 -
GIAU B10 Jamaica Real estate investmentt 100 -
Proven Properties Jamaica Limited (formerly Jamaica Management services 100 100
Proven Reit Limited)
Proven Holdings Limited Saint Lucia Holding company 100 100
Roberts Manufacturing Company Limited Barbados Production and distribution of
2023 FINANCIALS

animal feed 50.5 50.5

Pinnacle Feeds Limited Barbados Production and distribution of 60 60
animal feed

Associate companies
JMMB Group Limited Jamaica Investment management and 20 20
banking services
Access Financial Services Limited Jamaica Retail lending 24.72 24.72

76
 18

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

2. Basis of preparation

(a) Statement of compliance

These financial statements have been prepared in accordance with International Financial
Reporting Standards (“IFRS”) as issued by the International Accounting Standards
Board.

New and amended standards that became effective during the year:

Certain new and amended standards came into effect during the current financial year.
The Group has assessed them and has adopted those which are relevant to its financial
statements. None of these new pronouncements resulted in any significant change to the
amounts recognised or disclosed in the financial statements.

New and amended standards that are not yet effective:

At the date of authorisation of these financial statements, certain new and amended
standards have been issued which were not effective for the current year and which the
Group has not early-adopted.

(i) Amendments to IAS 1 Presentation of Financial Statements are effective for annual
periods beginning on or after January 1, 2023 and may be applied earlier. The
amendments help companies provide useful accounting policy disclosures.

The key amendments to IAS 1 include:

 requiring companies to disclose their material accounting policies rather than

their significant accounting policies;
 clarifying that accounting policies related to immaterial transactions, other
events or conditions are themselves immaterial and as such need not be
disclosed; and
 clarifying that not all accounting policies that relate to material transactions,
other events or conditions are themselves material to a company’s financial
statements.

The amendments are consistent with the refined definition of material:

“Accounting policy information is material if, when considered together with other
information included in an entity’s financial statements, it can reasonably be

2023 FINANCIALS
expected to influence decisions that the primary users of general purpose financial
statements make on the basis of those financial statements”.

The Group does not expect the amendment to have a significant impact on its 2024
financial statements.

(ii) Amendments to IAS 1 Presentation of Financial Statements, will apply

retrospectively for annual reporting periods beginning on or after January 1, 2023.
The amendments promote consistency in application and clarify the requirements
on determining if a liability is current or non-current.

77
 19

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

2. Statement of compliance and basis of preparation (continued)

(a) Statement of compliance (continued):
New and amended standards that are not yet effective (continued):
(ii) (Continued)
Under existing IAS 1 requirements, entities classify a liability as current when they
do not have an unconditional right to defer settlement of the liability for at least
twelve months after the end of the reporting period. As part of its amendments, the
requirement for a right to be unconditional has been removed and instead, the
standard requires that a right to defer settlement must have substance and exist at
the reporting date.
It has now been clarified that a right to defer exists only if the entity complies with
conditions specified in a loan agreement at the reporting date, even if the lender
does not test compliance until a later date. With the amendments, convertible
instruments may become current. In light of this, the amendments clarify how a
reporting entity classifies a liability that includes a counterparty conversion option,
which could be recognised as either equity or a liability separately from the liability
component under IAS 32. Generally, if a liability has any conversion options that
involve a transfer of the company’s own equity instruments, these would affect its
classification as current or non-current. It has now been clarified that a company
can ignore only those conversion options that are recognised as equity when
classifying liabilities as current or non-current.
The Group does not expect the amendment to have a significant impact on its 2024
financial statements.
(iii) Amendments to IAS 8 Accounting Policies, Changes in Accounting Estimates and
Errors are effective for periods beginning on or after January 1, 2023, with early
adoption permitted. The amendments introduce a new definition for accounting
estimates: clarifying that they are monetary amounts in the financial statements that
are subject to measurement uncertainty.
The amendments also clarify the relationship between accounting policies and
accounting estimates by specifying that a company develops an accounting
estimate to achieve the objective set out by an accounting policy.
Developing an accounting estimate includes both:
 selecting a measurement technique (estimation or valuation technique) – e.g. an
estimation technique used to measure a loss allowance for expected credit
2023 FINANCIALS

losses when applying IFRS 9 Financial Instruments; and

 choosing the inputs to be used when applying the chosen measurement
technique – e.g. the expected cash outflows for determining a provision for
warranty obligations when applying IAS 37 Provisions, Contingent Liabilities
and Contingent Assets.
The effects of changes in such inputs or measurement techniques are changes in
accounting estimates.
The Group does not expect the amendment to have a significant impact on its 2024
financial statements.

78
 20

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

2. Basis of preparation (continued)

(b) Basis of measurement

The financial statements are prepared on the historical cost basis, except for the inclusion
of financial assets and investment property at fair value.

(c) Functional and presentation currency

The financial statements are presented in United States dollars (USD), which is the
functional currency of the Company, rounded to the nearest thousand, unless otherwise
indicated. The financial statements of those subsidiaries which have other functional
currencies, are translated into USD in the manner set out in note 3(h)(ii).

(d) Estimates critical to reported amounts, and judgements made in applying accounting
policies:

The preparation of the financial statements in conformity with IFRS requires management
to make estimates, based on assumptions and judgements. Management also makes
judgements, other than those involving estimations, in the process of applying the
accounting policies. The estimates and judgements affect (1) the reported amounts of
assets, liabilities, contingent assets and contingent liabilities at the reporting date and the
income and expenses for the year then ended, and (2) the carrying amounts of assets and
liabilities in the next financial year.

The estimates, and the assumptions underlying them, as well as the judgements are
reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the
period in which the estimate is revised if the revision affects only that period, or in the
period of the revision and future periods if the revision affects both current and future
periods.

Estimates that can cause a significant adjustment to the carrying amounts of assets and
liabilities in the next financial year and judgements that have a significant effect on the
amounts recognised in the financial statements, include the following:

(i) Key sources of estimation uncertainty

(1) Impairment of financial assets:

A number of significant judgements are required in applying the accounting
requirements for measuring expected credit loss (ECL), such as:

2023 FINANCIALS
• Determining criteria for significant increases in credit risk;
• Choosing appropriate models and assumptions for the measurement of
ECL;
• Establishing the number and relative weightings of forward-looking
scenarios for each type of product/market and the associated ECL; and
• Establishing groups of similar financial assets for the purposes of
measuring ECL.

Detailed information about the judgements and estimates made by the Group
in the above areas is set out in notes 3(j) and 37(b).

79
 21

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

2. Basis of preparation (continued)

(d) Estimates critical to reported amounts, and judgements made in applying accounting
policies (continued):

(i) Key sources of estimation uncertainty (continued)

(2) Fair value of financial instruments

There are no quoted market prices for a significant portion of the Group’s
financial assets. Accordingly, fair values of such assets are estimated using
prices obtained from a yield curve. The yield curve is, in turn, obtained from
a pricing source which estimates the yield curve on the basis of indicative
prices submitted to it by licensed banks and other financial institutions in
Jamaica. There is significant uncertainty inherent in this approach; the fair
values determined in this way are classified as Level 2 fair values. Some
other fair values are estimated based on quotes published by broker/dealers,
and these are also classified as Level 2. The estimates of fair value arrived at
from these sources may be significantly different from the actual price of the
instrument in an actual arm’s length transaction (see notes 5 and 38).

(3) Impairment of goodwill, other intangible assets and investment in associates

Impairment of goodwill, other intangibles and investment in associates is

dependent upon management’s internal assessment of future cash flows from
the cash-generating units that gave rise to the goodwill and intangible assets
or for the purposes of determining the value in use of the associate. Those
internal assessments determine the amount recoverable from the cash
generating units and are sensitive to the discount rates used, as well as the
economic assumptions of growth (see notes 12 and 14).

(ii) Critical judgements in applying the Group’s accounting policies

For the purpose of these financial statements, prepared in accordance with IFRS,
judgement refers to the informed identification and analysis of reasonable
alternatives, considering all relevant facts and circumstances, and the well-
reasoned, objective and unbiased choice of the alternative that is most consistent
with the agreed principles in IFRS.

Management is also required to make critical judgements in applying accounting

policies. These include the following judgements:
 Whether the criteria for classifying financial assets are appropriately applied.
2023 FINANCIALS

For example, the determination of whether a security may be classified as at

“fair value through profit or loss (FVTPL)”, “fair value through other
comprehensive income (FVOCI)” or “amortised cost” (note 5) or whether a
security’s fair value may be classified as ‘Level 1’ in the fair value hierarchy
(note 38) requires judgement as to whether a market is active [see note 3(b)].

80
 22

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

2. Basis of preparation (continued)

(d) Estimates critical to reported amounts, and judgements made in applying accounting
policies (continued):
(ii) Critical judgements in applying the Group’s accounting policies (continued)
Management is also required to make critical judgements in applying accounting
policies. These include the following judgements (continued):

 In determining whether the Group has control or significant influence over an

investee and how to account for that investee, management considers the
percentage of the investee’s share capital that it holds and makes judgements
about other relevant factors affecting control or significant influence over the
relevant activities of the investee [see notes 2 (c)(i) (4), 3(a), 12, 13 and 14].

3. Significant accounting policies

(a) Basis of consolidation:
(i) Business combinations
Business combinations are accounted for using the acquisition method at the date on
which control is transferred to the Group.
The Group measures goodwill at the acquisition date as:
 the fair value of the consideration transferred; plus
 the recognised amount of any non-controlling interests in the acquired entity;
plus
 if the business combination is achieved in stages, the fair value of the pre-
existing interest in the acquired entity; less
 the net recognised amount (generally fair value) of the identifiable assets
acquired and liabilities assumed.
When the result is negative, a bargain purchase gain is recognised in profit or loss.
The consideration transferred does not include amounts related to the settlement of
pre-existing relationships. Such amounts generally are recognised in profit or loss.
Any contingent consideration payable is measured at fair value at the acquisition
date.
Transaction costs, other than those associated with the issue of debt or equity

2023 FINANCIALS
securities, that the Group incurs in connection with a business combination are
expensed as incurred.
(ii) Subsidiaries
Subsidiaries are all entities controlled by the Group. The Group controls an entity
when it is exposed to, or has rights to, variable returns from its involvement with
the investee and has the ability to affect those returns through its power over the
relevant activities of the investee. The financial statements of subsidiaries are
included in the consolidated financial statements from the date on which control
commences until the date on which control ceases.

81
 23

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

3. Significant accounting policies (continued)

(a) Basis of consolidation (continued):

(iii) Non-controlling interests

Non-controlling interests are measured at their proportionate share of the acquirees’

identifiable net assets at the date of acquisition, plus accumulated share of changes
in equity of the relevant subsidiary. Changes in the Group’s interest in a subsidiary
that do not result in a loss of control are accounted for as equity transactions.

Losses applicable to the non-controlling interests in a subsidiary are allocated to the

non-controlling interests, even if doing so causes the non-controlling interest to
have a deficit balance.

(iv) Investments in associates

Associates are those entities in which the Group has significant influence, but not
control or joint control, over the financial and operating decisions. Interest in
associates is accounted for using the equity method.

They are recognised initially at cost, which includes transaction costs. Subsequent
to initial recognition, the consolidated financial statements include the Group’s
share of the profit or loss and other comprehensive income of equity-accounted
investees, until the date on which significant influence ceases.

When the Group’s share of losses exceeds its interest in an associate, the Group’s
carrying amount is reduced to Nil and recognition of further losses is discontinued,
except to the extent that the Group has incurred legal or constructive obligations, or
made payments on behalf of an associate. If the associate subsequently reports
profits, the Group resumes recognising its share of those profits only after its share
of profits equals the share of accumulated losses not recognised.

(v) Loss of control

On the loss of control, the Group derecognises the assets and liabilities of a
subsidiary and any non-controlling interests and other components of equity related
to the subsidiary. Any surplus or deficit arising on the loss of control is recognised
in profit or loss. If the Group retains any interest in the former subsidiary, then such
interest is measured at fair value at the date that control is lost.
2023 FINANCIALS

(vi) Transactions eliminated on consolidation

Balances and transactions between entities within the Group, and any unrealised
gains arising from those transactions, are eliminated in preparing the consolidated
financial statements.

Unrealised gains arising from transactions between the Group and its associates are
eliminated to the extent of the Group’s interest in the associate. Unrealised losses
are also eliminated unless the transaction provides evidence of an impairment of the
asset transferred.

82
 24

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

3. Significant accounting policies (continued)

(b) Financial instruments – Classification, recognition and de-recognition, and measurement

(i) Classification of financial assets

In applying IFRS 9, the Group classifies its financial assets in the following
measurement categories:
a. Fair value through profit or loss (FVTPL);
b. Fair value through other comprehensive income (FVOCI); or
c. Amortised cost.

The classification requirements for debt and equity instruments are described below:

Debt instruments

Debt instruments are those instruments that meet the definition of a financial
liability from the issuer’s perspective, such as loans, government and corporate
bonds and trade receivables purchased from clients in factoring arrangements
without recourse.

Classification and subsequent measurement of debt instruments depend on the

Group’s business model for managing the asset and the cash flow characteristics of
the asset.

Based on these factors, the Group classifies its debt instruments into one of the
following three measurement categories:

Amortised cost: Assets that are held for collection of contractual cash flows where
those cash flows represent solely payments of principal and interest (‘SPPI’), and
that are not designated at FVTPL. The carrying amount of these assets is adjusted
by any expected credit loss allowance recognised and measured as described at note
37(b). Interest income from these financial assets is included in ‘Interest and similar
income’ using the effective interest method.

Fair value through other comprehensive income (FVOCI): Financial assets that are
held for collection of contractual cash flows and for selling the assets, where the
assets’ cash flows represent solely payments of principal and interest, and that are
not designated at FVTPL. On initial recognition of an equity investment that is not
held for trading, the Group may irrevocably elect, on an investment-by-investment

2023 FINANCIALS
basis, to present subsequent changes in the investment’s fair value in OCI.

Fair value through profit or loss: Assets that do not meet the criteria for amortised
cost or FVOCI. A gain or loss on a debt investment that is subsequently measured at
fair value through profit or loss and is not part of a hedging relationship is
recognised in profit or loss within ‘Net fair value adjustments and realised gains’ in
the period in which it arises. Interest income from these financial assets is included
in interest income using the effective interest method.

Based on these factors, the Group classifies its debt instruments into one of the
following three measurement categories:

83
 25

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

3. Significant accounting policies (continued)

(b) Financial instruments – Classification, recognition and de-recognition, and measurement

(continued)

(i) Classification of financial assets (continued)

Equity instruments

Equity instruments are instruments that meet the definition of equity from the
issuer’s perspective; that is, instruments that do not contain a contractual obligation
to pay and that evidence a residual interest in the issuer’s net assets.

Based on these factors, the Group classifies its debt instruments into one of the
following three measurement categories (continued):

Equity instruments (continued)

The Group subsequently measures all equity investments at fair value through profit
or loss, except where the Group’s management has elected, at initial recognition, to
irrevocably designate an equity investment at fair value through other
comprehensive income.

Gains and losses on equity investments at FVTPL are included in the ‘Net fair value
adjustments and realised gains’ caption in the statement of profit or loss.

Business model assessment

The business model reflects how the Group manages the assets in order to generate
cash flows. That is, whether the Group’s objective is solely to collect the contractual
cash flows from the assets or is to collect both the contractual cash flows and cash
flows arising from the sale of assets. If neither of these is applicable (e.g. financial
assets are held for trading purposes), then the financial assets are classified as part
of ‘other’ business model and measured at FVTPL.

Factors considered by the Group in determining the business model for a group of
assets include:
1. Past experience on how the cash flows for these assets were collected;
2. How the assets’ performance is evaluated and reported to key management
personnel;
3. How risks are assessed and managed; and
2023 FINANCIALS

4. How managers are compensated.

For example, securities held for trading are held principally for the purpose of
selling in the near term or are part of a portfolio of financial instruments that are
managed together and for which there is evidence of a recent actual pattern of short-
term profit-taking. These securities are classified in the ‘other’ business model and
measured at FVTPL.

Solely payments of principal and interest (SPPI): Where the business model is to
hold assets to collect contractual cash flows or to collect contractual cash flows and
sell, the Group assesses whether the financial instruments’ cash flows represent
solely payments of principal and interest (the ‘SPPI test’).

84
 26

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

3. Significant accounting policies (continued)

(b) Financial instruments – Classification, recognition and de-recognition, and measurement

(continued)

(i) Classification of financial assets (continued)

Business model assessment (continued)

In making this assessment, the Group considers whether the contractual cash flows
are consistent with a basic lending arrangement, i.e., interest includes only
consideration for the time value of money, credit risk, other basic lending risks and
a profit margin that is consistent with a basic lending arrangement.

Where the contractual terms introduce exposure to risk or volatility that are
inconsistent with a basic lending arrangement, the related financial asset is classified
and measured at fair value through profit or loss. Financial assets with embedded
derivatives are considered in their entirety when determining whether their cash
flows are solely payments of principal and interest.

The Group reclassifies debt investments when and only when its business model for
managing those assets changes. The reclassification takes place from the start of the
first reporting period following the change. Such changes are expected to be very
infrequent and none occurred during the period. During the period, reclassification
of investment securities from FVOCI to amortized cost was in effect as at
September 30,2022.

(ii) Recognition and derecognition - non-derivative financial assets and financial

liabilities

The Group recognises a financial instrument when it becomes a party to the

contractual terms of the instrument.

The Group initially recognises loans and receivables and debt securities on the date
when they are originated. All other financial assets and financial liabilities are
initially recognised on the trade date.

The Group derecognises a financial asset when the contractual rights to the cash
flows from the asset expire, or it transfers the rights to receive the contractual cash
flows in a transaction in which substantially all of the risks and rewards of
ownership of the financial asset are transferred, or it neither transfers nor retains all

2023 FINANCIALS
or substantially all the risks and rewards of ownership but does not retain control
over the transferred asset. Any interest in such derecognised financial assets that is
created or retained by the Group is recognised as a separate asset or liability.

The Group derecognises a financial liability when its contractual obligations expire
or are discharged or cancelled.

(iii) Financial liabilities

The Group classifies non-derivative financial liabilities into the “other financial
liabilities” category. These are measured at amortised cost.

85
 27

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

3. Significant accounting policies (continued)

(b) Financial instruments – Classification, recognition and de-recognition, and measurement

(continued)

(iv) Measurement of gains and losses on financial assets

For debt securities measured at FVOCI, gains and losses are recognised in OCI,
except for the following, which are recognised in profit or loss in the same manner
as for financial assets measured at amortised cost:
- interest income calculated using the effective interest method;
- ECL charges and reversals; and
- foreign exchange gains and losses.

When a debt security measured at FVOCI is derecognised, the cumulative gain or

loss previously recognised in OCI is reclassified to profit or loss.

Gains and losses on equity instruments classified at FVOCI are never reclassified
to profit or loss and no impairment is recognised in profit or loss. Dividends are
recognised in profit or loss unless they clearly represent a recovery of part of the
cost of the investment, in which case they are recognised in OCI. Cumulative gains
and losses recognised in OCI are transferred to retained earnings on disposal of an
investment. However, any difference between the carrying value and the amount
realised on sale is recognised in profit or loss.

(c) Financial instruments - Other

(i) Non-trading derivatives

Derivatives are financial instruments that derive their value from the price of the
underlying items such as equities, interest rates, foreign exchange, or other indices.
Derivatives enable users to increase, reduce or alter exposure to credit or market
risk. The Group makes use of derivatives to manage its own exposure to foreign
exchange and interest rate risk.

The Group evaluates financial instruments which it acquires or issues to determine

whether derivatives are embedded in any of the contracts (making it a “host
contract”). The Group accounts for an embedded derivative separately from the
host contract when (i) the host contract is not itself carried at fair value through
profit or loss, (ii) the terms of the embedded derivative would meet the definition of
a derivative if they were contained in a separate contract, and (iii) the economic
2023 FINANCIALS

characteristics and risks of the embedded derivative are not closely related to the
economic characteristics and risks of the host contract.

Separated embedded derivatives are accounted for depending on their classification,

and are presented in the statement of financial position together with the host
contract. When an embedded derivative cannot be separated from the host contract,
the entire contract is designated as at fair value through profit or loss.

When a derivative is not held for trading, and is not designated in a qualifying
hedge relationship, all changes in its fair value are recognised immediately in profit
or loss as a component of net income from other financial instruments at fair value
through profit or loss.
86
 28

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

3. Significant accounting policies (continued)

(c) Financial instruments – Other (continued)

(ii) Cash and cash equivalents

Cash comprises cash in hand and call deposits. Cash equivalents are short-term,
highly liquid financial assets that are readily convertible to known amounts of cash,
are subject to an insignificant risk of changes in value, and are held for the purpose
of meeting short-term cash commitments, rather than for investment or other
purposes. These include certificates of deposit where the maturities do not exceed
three months from the date of acquisition.

Cash and cash equivalents are measured at amortised cost.

(iii) Other assets

Other assets are measured at amortised cost less impairment losses.

(iv) Guarantees and letters of credit

A financial guarantee is a contract that contingently requires the Group to make

specified payments to reimburse the holder for a loss it incurs because a specified
debtor failed to make payment when due in accordance with the terms of a debt
instrument. Guarantees include standby letters of credit, letters of guarantee,
indemnifications, or other similar contracts.

Financial guarantees are initially measured at fair value. Subsequently, they are
measured at the higher of the loss allowance determined in accordance with IFRS 9
and the amount initially recognised less, where appropriate, the cumulative amount
of income recognised in accordance with the principles of IFRS 15. Management
has determined that the amounts initially recognised are immaterial to the financial
statements.

The Group’s commitments under acceptances, guarantees and letters of credit as at

March 31, 2023, total $11,167,000 (2022: $8,393,000). In the event of a call on
these commitments, the Group has equal and offsetting claims against its
customers.

(v) Other liabilities

Other liabilities are measured at amortised cost.

2023 FINANCIALS
(vi) Resale and repurchase agreements

Resale agreements are accounted for as short-term collateralised lending and are
classified at amortised cost. On initial recognition they are measured at fair value.
Subsequent to initial recognition they are measured at amortised cost. The
difference between the purchase cost and the resale consideration is recognised in
profit or loss as interest income using the effective interest method.

87
 29

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

3. Significant accounting policies (continued)

(c) Financial instruments – Other (continued)

(vi) Resale and repurchase agreements (continued)

Repurchase agreements are accounted for as short-term collateralised borrowing,

and are classified as other liabilities. On initial recognition and subsequently, the
securities given as collateral are retained in the statement of financial position and
measured in accordance with their original measurement principles. The proceeds
of sale are reported as liabilities and are carried at amortised cost. The difference
between the sale consideration and the repurchase cost is recognised in profit or
loss over the life of each agreement as interest expense using the effective interest
method.

(vii) Share capital

The Group classifies capital instruments as financial liabilities or equity instruments

in accordance with the substance of the contractual terms of the instrument.
Preference share capital is classified as:
(1) equity if it is non-redeemable, or redeemable only at the Company’s option,
and any dividends are discretionary, in which case, dividends thereon are
recognised as distributions within equity;
(2) liability if it is redeemable on a specific date or at the option of the holders, or
if dividends are not discretionary, in which case, dividends thereon are
recognised as interest in profit or loss.

Incremental costs directly attributable to the issue of equity instruments are

deducted from the initial measurement of the equity instruments.

(viii) Loans and notes receivable and other receivables

Loans and notes receivable and other receivables are measured at amortised cost
less impairment allowances, see note 3(j).

(ix) Trade receivables

Trade receivables are amounts due from customers for the sale of goods in the
ordinary course of business. Trade receivables without a significant financing
component are recognised at the transaction price and subsequently measured at
amortised cost using the effective interest method, less expected credit losses as
2023 FINANCIALS

disclosed in note 3 (j). If collection is expected in one year or less (or in the normal
operating cycle of the business if longer), they are classified as current assets. If
not, they are presented as non-current assets.

(x) Accounts payable

Accounts payable are measured at amortised cost.

88
 30

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

3. Significant accounting policies (continued)

(c) Financial instruments – Other (continued)

(xi) Interest-bearing borrowings

Interest-bearing borrowings are recognised initially at fair value less attributable

transaction costs. Subsequent to initial recognition, interest-bearing borrowings are
measured at amortised cost, with any difference between cost and redemption being
recognised in profit or loss over the period of the borrowings on an effective
interest basis.

(xii) Offsetting

Financial assets and liabilities are offset and the net amount presented in the
statement of financial position only when the Group has a legal right to set off the
recognised amounts and intends to settle on a net basis or to realise the assets and
settle the liabilities simultaneously.

(xiii) Amortised cost

Amortised cost is calculated using the effective interest method. Premiums,

discounts, and initial transaction costs are included in the carrying amount of the
related instruments and amortised based on the effective interest rates.

(d) Property development costs

Property development costs comprise all costs that are directly attributable to
development activities or that can be allocated on a reasonable basis to such activities.
These costs comprise the value of land contributed to the development, direct costs related
to property development activities and indirect costs that are attributable to the
development activities.

(e) Investment property

Investment property, comprising principally land and buildings, is held for rental yields
and capital appreciation, and is treated as long-term investments. It is measured initially at
cost, including related transaction costs, and subsequently measured at fair value.

Fair value is based on active market prices, adjusted, if necessary, for any difference in
the nature, location, or condition of the specific asset. The fair value of investment
property reflects, among other things, rental income from current leases and assumptions

2023 FINANCIALS
about rental income from future leases in light of current market conditions. The fair value
also reflects, on a similar basis, expected cash outflows in respect of the property. Fair
value is determined every three years by an independent registered valuer, and in each of
the two intervening years by the directors. Fair value is based on current prices in an
active market for similar properties in the same location and condition. Any gain or loss
arising from a change in fair value is recognised in profit or loss.

Subsequent expenditure is charged to the asset's carrying amount only when it is probable
that future economic benefits associated with the item will flow to the Group and the cost
of the item can be measured reliably. All other repairs and maintenance costs are charged
to profit or loss during the financial period in which they are incurred.

89
 31

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

3. Significant accounting policies (continued)

(f) Property, plant and equipment

(i) Cost

Items of property, plant and equipment are measured at cost, less accumulated
depreciation and impairment losses. Cost includes expenditures that are directly
attributable to the acquisition of an asset. The cost of replacing part of an item of
property, plant and equipment is recognised in the carrying amount of an asset if it
is probable that the future economic benefits embodied in the part will flow to the
Group and its cost can be reliably measured.

The cost of day-to-day servicing of property, plant and equipment is recognised in

profit or loss as incurred.

(ii) Depreciation

Property, plant and equipment are depreciated on the straight-line basis at annual
rates estimated to write down the assets to their residual values over their expected
useful lives. The depreciation rates are as follows:

Buildings 2% - 10%
Computers 25% - 33⅓%
Furniture, fixtures and equipment 6.67% - 25%
Leasehold improvements 10% - 20%
Motor vehicles 10% - 25%

Depreciation methods, useful lives and residual values are reassessed at each
reporting date.

(g) Intangible assets

(i) Goodwill arising on the acquisition of subsidiaries is measured at cost less

accumulated impairment losses. Goodwill is allocated to cash-generating units (note
12) and tested annually for impairment. In respect of equity accounted investees, the
carrying amount of goodwill is included in the carrying amount of the equity
accounted investee as a whole.

(ii) Customer relationships and non-compete agreements that are acquired by the Group
and have finite useful lives are measured at cost less accumulated amortisation and
2023 FINANCIALS

any accumulated impairment losses.

Trade names, licences and other intangible assets that have indefinite useful lives
are measured at cost less accumulated impairment losses. The useful lives of such
assets are reviewed at each reporting date to determine whether events and
circumstances continue to support an indefinite useful life assessment for those
assets. If they do not, the change in the useful life assessment from indefinite to
finite is accounted for as a change in an accounting estimate.

90
 32

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

3. Significant accounting policies (continued)

(g) Intangible assets (continued)

(iii) Software

Acquired computer software licenses as well as third party and internal costs
directly associated with the development of software are capitalised as intangible
assets on the basis of the costs incurred to acquire and bring the specific software to
use. These costs are amortised over their estimated useful lives (three to eight
years). Internal costs associated with developing or maintaining computer software
programs are recognised as expense as incurred.

(iv) Subsequent expenditure

Subsequent expenditure is capitalised only when it increases the future economic

benefits embodied in the specific asset to which it relates. All other expenditure,
including expenditure on internally generated goodwill and brands, is recognised in
profit or loss as incurred.

(v) Amortisation

Intangible assets with finite useful lives, are amortised on the straight-line basis in
profit or loss over their estimated useful lives, from the date that they are available
for use.

The estimated useful lives are as follows:

 Customer relationships 6 to 20 years
 Non-compete agreement 2-5 years

Amortisation methods, useful lives and residual values are reviewed at each
reporting date and adjusted if appropriate.

(h) Foreign currency translation

(i) Transactions and balances

Foreign currency transactions are accounted for at the exchange rates prevailing at
the dates of the transactions. Foreign exchange gains and losses resulting from the
settlement of such transactions and from the translation at year end exchange rates of
monetary assets and liabilities denominated in foreign currencies are recognised in
profit or loss. These rates represent the weighted average rates at which the Group

2023 FINANCIALS
transacts business in foreign currency.

Changes in the fair value of monetary securities denominated in foreign currency

classified as FVOCI are analysed between translation differences resulting from
changes in the amortised cost of the security and other changes in the carrying
amount of the security. Translation differences related to changes in the amortised
cost are recognised in profit or loss. Other changes in the carrying amount are
recognised in other comprehensive income and presented in fair value reserve.
Translation differences on non-monetary items, such as equities classified as
FVOCI financial assets, are recognised in other comprehensive income and
presented in the fair value reserve in stockholders’ equity.

91
 33

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

3. Significant accounting policies (continued)

(h) Foreign currency translation (continued)

(ii) Foreign operations

The assets and liabilities of foreign operations are translated into USD at the spot
exchange rate at the reporting date. The income and expenses of the foreign
operations are translated into USD at the average exchange rates for the period.
Foreign currency differences on the translation of foreign operations are recognised in
other comprehensive income and included in foreign exchange translation reserve.

(i) Income tax

Income tax on the profit or loss for the period comprises current and deferred tax. Income
tax is recognised in profit or loss except to the extent that it relates to items recognised
directly in equity or other comprehensive income, in which it is recognised accordingly.

(i) Current income tax

Current income tax is the expected tax payable on the taxable income for the period,
using tax rates enacted at the reporting date, and any adjustment to income tax
payable in respect of previous years.

(ii) Deferred income tax

Deferred income tax is recognised in respect of temporary differences between the

carrying amounts of assets and liabilities for financial reporting purposes and the
amounts used for income tax purposes. Deferred tax is not recognised for:

 temporary differences on the initial recognition of assets or liabilities in a

transaction that is not a business combination and that affects neither
accounting nor taxable profit or loss;
 temporary differences related to investments in subsidiaries to the extent
that the Group is able to control the timing of the reversal of the temporaruy
differences and it is probable that they will notreverse in the foreseeable
future; and
 taxable temporary differences arising on the initial recognition of goodwill.

Deferred tax is measured at the tax rates that are expected to be applied to
temporary differences when they reverse, based on laws that have been enacted by
2023 FINANCIALS

the reporting date.

A deferred tax asset is recognised only to the extent that it is probable that future
taxable profits will be available against which the asset can be utilised. Deferred
tax assets are reduced to the extent that it is no longer probable that the related tax
benefit will be realised.

(j) Impairment of financial assets

The Group recognises loss allowances for expected credit losses (ECL) on financial
instruments measured at amortised cost and debt instruments at FVOCI. No impairment
loss is recognised on equity instruments which are measured at FVTPL.

92
 34

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

3. Significant accounting policies (continued)

(j) Impairment of financial assets (continued)

Framework

IFRS 9 outlines a ‘three-stage’ model for impairment based on changes in credit quality
since initial recognition as summarised below:
 A financial instrument that is not credit-impaired on initial recognition is classified in
‘Stage 1’ and has its credit risk continuously monitored by the Group.
 If a significant increase in credit risk (‘SICR’) since initial recognition is identified,
the financial instrument is moved to ‘Stage 2’ but is not yet deemed to be credit-
impaired. See below for a description of how the Group determines when a significant
increase in credit risk has occurred.
IFRS 9 outlines a ‘three-stage’ model for impairment based on changes in credit quality
since initial recognition as summarised below (continued):
 Purchased or originated credit-impaired financial assets (POCI) are those financial
assets that are credit-impaired on initial recognition. Their ECL is always measured on
a lifetime basis (Stage 3).

IFRS 9 outlines a ‘three-stage’ model for impairment based on changes in credit quality
since initial recognition as summarised below (continued):
 Financial instruments in Stage 1 have their ECL measured at an amount equal to the
expected credit losses that result from default events possible within the next 12
months. Instruments in Stages 2 and 3 have their ECL measured based on expected
credit losses on a lifetime basis. See below and note 37(b) for a description of inputs,
assumptions and estimation techniques used in measuring the ECL.

Credit-impaired financial assets

At each reporting date, the Group assesses whether financial assets carried at amortised
cost and debt financial assets carried at FVOCI are credit-impaired (‘Stage 3’). Evidence
that a financial asset is credit-impaired includes the following observable data:
- significant financial difficulty of the borrower or issuer;
- a breach of contract such as a default or past due event;
- the restructuring of a loan or advance by the Group on terms that it would not
consider otherwise;

2023 FINANCIALS
- it is becoming probable that the borrower will enter bankruptcy or other financial
reorganisation; or
- the disappearance of an active market for a security because of financial difficulties.
- In addition, a loan that is overdue for 90 days or more is considered credit-impaired
even when the regulatory definition of default is different.

93
 35

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

3. Significant accounting policies (continued)

(j) Impairment of financial assets (continued)

Credit-impaired financial assets (continued)

In making an assessment of whether an investment in sovereign debt is credit-impaired,

the Group considers the following factors:
- The market’s assessment of creditworthiness as reflected in the bond yields.
- The rating agencies’ assessments of creditworthiness.
- The country’s ability to access the capital markets for new debt issuance.
- The probability of the debt being restructured, resulting in holders suffering losses
through voluntary or mandatory debt forgiveness.
- The international support mechanisms in place to provide the necessary support as
‘lender of last resort’ to that country, as well as the intention, reflected in public
statements, of governments and agencies to use those mechanisms. This includes an
assessment of the depth of those mechanisms and, irrespective of the political intent,
whether there is the capacity to fulfil the required criteria.

Restructured financial assets

If the terms of a financial asset are renegotiated or modified or an existing financial asset
is replaced with a new one due to financial difficulties of the borrower, then an
assessment is made of whether the financial asset should be derecognised and ECL are
measured as follows:
- If the expected restructuring will not result in derecognition of the existing asset,
then the expected cash flows arising from the modified financial asset are included in
calculating the cash shortfalls from the existing asset for the determination of ECL.
- If the expected restructuring will result in derecognition of the existing asset, then
the expected fair value of the new asset is treated as the final cash flow from the
existing financial asset at the time of its derecognition. This amount is included in
calculating the cash shortfalls from the existing financial asset that are discounted
from the expected date of derecognition to the reporting date using the original
effective interest rate of the existing financial asset.

Incorporation of forward-looking information

2023 FINANCIALS

The assessment of SICR and the calculation of ECL both incorporate forward-looking
information. The Group has performed historical analysis and identified the key economic
variables impacting credit risk and expected credit losses for each portfolio. See note
37(b) for an explanation of how the Group has incorporated this in its ECL models.

Measurement of ECL

The Group measures loss allowances at an amount equal to lifetime ECL, except for debt
investment securities with low credit risk at the reporting date and certain financial assets
on which credit risk has not increased significantly, which are measured as 12-month
ECL.

94
 36

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

3. Significant accounting policies (continued)

(j) Impairment of financial assets (continued)

Measurement of ECL (continued)

The ECL is determined by projecting the PD, LGD and EAD for each future month and
for each individual exposure. These three components are multiplied together and
adjusted for the likelihood of survival (i.e., the exposure has not prepaid or defaulted in an
earlier month). This effectively calculates an ECL for each future month, which is then
discounted back to the reporting date and summed.

The discount rate used in the ECL calculation is the original effective interest rate or an
approximation thereof.

The lifetime PD is developed by applying a maturity profile to the current 12-month PD.
The maturity profile looks at how defaults develop on a portfolio from the point of initial
recognition throughout the lifetime of the loans. The maturity profile is based on historical
observed data and is assumed to be the same across all assets within a portfolio and credit
grade band. This is supported by historical analysis.

ECL is a probability-weighted estimate of credit losses, measured as follows:

- financial assets that are not credit-impaired at the reporting date: as the present value
of all cash shortfalls (i.e. the difference between the cash flows due to the entity in
accordance with the contract and the cash flows that the Group expects to receive);
ECL is a probability-weighted estimate of credit losses, measured as follows (continued):
- financial assets that are credit-impaired at the reporting date: as the difference
between the gross carrying amount and the present value of estimated future cash
flows;
- undrawn loan commitments: as the present value of the difference between the
contractual cash flows that are due to the Group if the commitment is drawn and the
cash flows that the Group expects to receive;
- trade and lease receivables: Loss allowances for trade and lease receivables, measured
at an amount equal to lifetime ECL.

Trade receivables

The Group applies the simplified approach for trade receivables as permitted by IFRS 9,

2023 FINANCIALS
which requires expected lifetime losses to be recognised from initial recognition of the
receivables. The Group applies specific provisions for higher risk accounts using a risk-
based methodology based on certain factors, including customer profile and the nature of
products sold or services rendered. All other non-specific accounts were grouped together
and aged using a ‘provisions matrix’. Scaled loss rates were then calculated based in
historical payment profiles and applied to the different aging buckets as at the balance
sheet date. The loss rates were adjusted to incorporate forward-looking information.

95
 37

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

3. Significant accounting policies (continued)

(j) Impairment of financial assets (continued)

Presentation of allowance for ECL in the statement of financial position
Allowances for ECL are presented in the statement of financial position as follows:
- financial assets measured at amortised cost: as a deduction from the gross carrying
amount of the assets.
- loan commitments and financial guarantee contracts: generally, as a provision.
- debt instruments measured at FVOCI: no loss allowance is recognised in the
statement of financial position because the carrying amount of these assets is their fair
value. However, the loss is recognised in profit or loss as a reclassification from OCI.
(k) Impairment of non-financial assets
The carrying amounts of the Group’s assets, other than goodwill and intangible assets
with indefinite useful lives [see note 3(g)], are reviewed at each reporting date to
determine whether there is any indication of impairment. If any such indication exists, an
asset’s recoverable amount is estimated. An impairment loss is recognised whenever the
carrying amount of an asset, or group of operating assets, exceeds its recoverable amount.
Impairment losses are recognised in profit or loss.
(l) Inventories
Inventories are stated at the lower of cost and net realisable value. In general, cost is
determined on a first in first out basis and includes transport and handling costs. Cost of
finished products includes materials, labour, direct expenses and a relevant proportion of
all overhead expenses based on the level of activity attained during the year. Net realisable
value is the price at which the stock can be realised in the normal course of business.
Provision is made for obsolete, slow-moving and defective stock.
(m) Leases
(a) As a lessee
At inception of a contract, the Group assesses whether a contract is, or contains, a
lease. A contract is, or contains, a lease if it conveys the right to control the use of an
identified asset for a period of time in exchange for consideration. To assess whether
a contract conveys the right to control the use of an identified asset, the Group uses
the definition of a lease in IFRS 16.
2023 FINANCIALS

At commencement or on modification of a contract that contains a lease component,

the Group allocates the consideration in the contracts to each lease component on the
basis of its relative stand-alone prices. Non-lease components have been separated
for leases of properties.
The Group recognises a right-of-use asset and a lease liability at the lease
commencement date. The right-of-use asset is initially measured at cost, which
comprises the initial amount of the lease liability, plus any initial direct costs
incurred and an estimate of costs to dismantle and remove the underlying asset or to
restore the underlying asset or the site on which it is located, less any lease incentives
received.

96
 38

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

3. Significant accounting policies (continued)

(m) Leases (continued)

(a) As a lessee (continued)

The right-of-use asset is subsequently depreciated using the straight-line method

from the commencement date to the end of the lease term, unless the lease transfers
ownership of the underlying asset to the Group by the end of the lease term or the
cost of the right-of-use asset reflects that the Group will exercise a purchase option.
In that case the right-of-use asset will be depreciated over the useful life of the
underlying asset, which is determined on the same basis as those of property and
equipment. In addition, the right-of-use asset is reduced by impairment losses, if
any, and adjusted for certain remeasurements of the lease liability.

The lease liability is initially measured at the present value of future lease payments
at the commencement date, discounted using the interest rate implicit in the lease or,
if that rate cannot be readily determined, the Group’s incremental borrowing rate.
Generally, the Group uses its incremental borrowing rate as the discount rate.

The Group determines its incremental borrowing rate by obtaining interest rates
from its primary bankers and makes certain adjustments to reflect the terms of the
lease and type of the asset leased.

Lease payments included in the measurement of the lease liability comprise the
following:
- fixed payments, including in-substance fixed payments;
- variable lease payments that depend on an index or a rate, initially measured
using the index or rate as at the commencement date;
- amounts expected to be payable under a residual value guarantee; and
- the exercise price under a purchase option that the Group is reasonably certain
to exercise, lease payments in an optional renewal period if the Group is
reasonably certain to exercise an extension option, and penalties for early
termination of a lease unless the Group is reasonably certain not to terminate
early.

Subsequent to initial recognition, the lease liability is measured at amortised cost

using the effective interest method.

It is remeasured when there is a change in future lease payments arising from a

change in an index or rate, if there is a change in the Group’s estimate of the amount

2023 FINANCIALS
expected to be payable under a residual value guarantee, if the Group changes its
assessment of whether it will exercise a purchase, extension or termination option or
if there is a revised in-substance fixed lease payment.

When the lease liability is remeasured in this way, a corresponding adjustment is

made to the carrying amount of the right-of-use asset, or is recorded in profit or loss
if the carrying amount of the right-of-use asset has been reduced to zero.

The Group presents right-of-use assets that do not meet the definition of investment
property in ‘property, plant and equipment’ and presents the lease liabilities as such
in the statement of financial position.

97
 39

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

3. Significant accounting policies (continued)

(m) Leases (continued)

(a) As a lessee (continued)

Short-term leases

The Group has elected not to recognise right-of-use assets and lease liabilities for
lease that are considered short-term leases. The Group recognises the lease
payments associated with these lease as an expense on the straight-line basis over
the lease term.

(n) Revenue recognition

Revenue comprises interest income, fees and commissions, dividends, income and gains
from holding and trading securities, property sales, sale of animal feed, oils and butter.

(i) Interest income

Interest income is calculated by applying the effective interest rate to the gross
carrying amount of financial assets, except for:
 Purchased or originated credit-impaired (POCI) financial assets, for which
the original credit-adjusted effective interest rate is applied to the amortised
cost of the financial asset.
 Financial assets that are not ‘POCI’ but have subsequently become credit
impaired (or ‘stage 3’), for which interest revenue is calculated by applying
the effective interest rate to their amortised cost (i.e., net of the expected
credit loss allowance).

(ii) Fee and commission income

Fee and commission income are recognised on the accrual basis when the service has
been provided. Fees and commissions arising from negotiating or participating in the
negotiation of a transaction for a third party are recognised on completion of the
underlying transaction.

Portfolio and other management advisory and service fees are recognised based on
the applicable service contracts, usually on a time-apportioned basis. Asset
management fees related to investment funds are recognised as the service is
2023 FINANCIALS

provided. Performance linked fees or fee components are recognised when the
performance criteria are fulfilled.

(iii) Revenue from the sale of goods

Customers obtain control of products when the goods are delivered and have been
accepted at their premises, or in certain cases when the goods have been collected
from the Group’s premises. Invoices are generated at that point and are payable
within a range of terms that vary from immediately to 60 days.

98
 40

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

3. Significant accounting policies (continued)

(n) Revenue recognition (continued)

(iii) Revenue from the sale of goods (continued)
Some products are sold with volume discounts based on aggregate sales over a one-
month period. Revenue from these sales are recognised based on the price
specified, net of volume discounts.
Revenue is recognised at the point in time that the goods are delivered and have
been accepted by the customers. For contracts that permit return of goods, revenue
is recognised to the extent that it is highly probable that a significant reversal will
not occur.
(iv) Property sales
Revenue is recognised from the sale of housing units income when the customer
obtains control of the housing unit.
(v) Dividends
Dividend income is recognised when the right to receive income is established. For
quoted securities, this is usually the ex-dividend date.
(vi) Gains or losses on holding and trading securities
Gains or loss on securities trading are recognised when the Group becomes a party
to a contract to dispose of the securities, or, in the case of financial assets measured
at fair value, upon re-measurement of those assets.
(o) Interest expense
Interest expense is recognised in profit or loss using the effective interest method. The
effective interest rate is the rate that exactly discounts the estimated future cash payments
through the expected life of the financial liability to its carrying amount.
The effective interest rate is established on initial recognition of the financial liability and
not revised subsequently. Interest expense includes coupons paid on fixed rate liabilities
and accretion of discount or amortisation of premium on instruments issued at other than
par.
(p) Operating profit

2023 FINANCIALS
Operating profit is defined as the result generated from the continuing principal revenue-
producing activities of the Group as well as other income and expenses related to
operating activities. Operating profit excludes preference share dividend, share of profit
of associates and income taxes.
(q) Employee benefits
Employee benefits comprise all forms of consideration given by the Group in exchange
for service rendered by employees. These include current or short-term benefits such as
salaries, insurance contributions, annual vacation leave, and non-monetary benefits, such
as medical care and housing; post-employment benefits, such as pensions and medical
care; other long-term employee benefits, such as long service awards; and termination
benefits.
99
 41

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

3. Significant accounting policies (continued)

(q) Employee benefits (continued)

(i) General benefits

Short-term employee benefits, including pension benefits under a defined

contribution plan, are recognised over the period of service and charged as expense.
The expected cost of vacation leave that accumulates is recognised when the
employee becomes entitled to the leave.

Other long-term benefits, including termination benefits, which arise when either
(1) the employer decides to terminate an employee’s employment before the normal
retirement date or (2) an employee decides to accept voluntary redundancy in
exchange for termination benefits, are accrued as they are earned and charged as an
expense, unless not considered material, in which case they are charged when they
fall due.

(ii) Defined benefit plans

The asset or liability recognised in respect of the defined benefit pension plan is the
present value of the defined benefit obligation at the reporting date less the fair
value of plan assets.

The defined benefit obligation is calculated annually by independent actuaries using

the projected unit credit method. The present value of the defined benefit obligation
is determined by discounting the estimated future cash outflows using interest rates
of high-quality corporate bonds that are denominated in the currency in which the
benefits will be paid, and that have terms to maturity approximating the terms of the
related pension liability.

Actuarial gains and losses arising from experience adjustments and changes in
actuarial assumptions are charged or credited to other comprehensive income in the
period in which they arise. Current and past-service costs are recognised in
profit or loss as the benefits accrue.

(iii) Share-based payments

For share-based payment awards with non-vesting conditions, the grant-date fair
value of the share-based payment is recognised as staff costs.
2023 FINANCIALS

(r) Inventories

Inventories are stated at the lower of cost and net realisable value. In general, cost is
determined on a FIFO basis and includes transport and handling costs. Cost of finished
products includes materials, labour, direct expenses and a relevant proportion of all
overhead expenses based on the level of activity attained during the year. Net realisable
value is the price at which the stock can be realised in the normal course of business.
Provision is made for obsolete, slow-moving and defective stock.

100
 42

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

4. Resale agreements

The Group purchases government and corporate securities and agrees to resell them at specified
dates and prices [see note 3(c)(vi)].
Resale agreements result in credit exposure, as the counterparty to the transaction may be
unable to fulfill its contractual obligations. At the reporting date, the fair value of the securities
held as collateral for resale agreements was $4,960,000 (2022: $9,960,000). Certain securities
have been pledged to third parties in repurchase agreements (note 17).

5. Investment securities

2023 2022
$’000 $’000

Financial assets at fair value through profit or loss

Quoted equities 1,401 5,669
Global bonds 4,167 -
Unit Trust 5,819 6,103
Foreign sovereign debt - 9,787
Private equity funds 453 443
Principal Protected Note warrant asset [see (a) below] 1,458 2,352
13,298 24,354
Financial assets at fair value through other comprehensive income
Global bonds 82,598 159,631
Government of Jamaica securities 40,050 27,094
Corporate bonds 13,969 8,579
Certificate of deposits 1,163 2,326
Foreign sovereign debt 10,328 7,902
148,108 205,532
Amortised cost
Global bonds 175,609 56,528
Corporate bonds 42,274 49,405
217,883 105,933
Less allowance for expected credit losses ( 609) ( 627)
217,274 105,306
Total investment securities 378,680 335,192

2023 FINANCIALS
(a) The Group purchased a call option from an independent third party to cover the interest
charges due to maturity on the principal protected note [see note 20(ii)] issued by the
Group.

(b) As at March 31, 2023, $248,023,225 (2022: $214,228,000) of investment securities is

expected to be recovered after 12 months from the reporting date.

(c) The carrying value of debt securities pledged to third parties in repurchase agreements (see
note 17) was $64,750,000 (2022: $51,069,000). These transactions are conducted under
terms that are usual and customary for standard lending and securities borrowing and
lending activities, as well as requirements determined by exchanges where the Group acts as
an intermediary.
101
 43

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

5. Investment securities (continued)

(d) During the period the Group reclassified financial assets from FVOCI to amortized cost.
The reclassification was effective September 30, 2022. With the purchase of Proven Bank
(Cayman) Limited by Proven Group Limited (Ultimate Parent) in February 2022, the
alignment of the Banking Division within Proven Group Limited saw PBSL becoming a
subsidiary of Proven Bank (Cayman) Limited. As a result of this external change,
management assessed the change as significant to PBSL’s operations and reviewed the
business model test in relation to its aggregate securities portfolio. The result was the
reclassification of a tranche of securities previously classified as FVOCI to amortized cost.
The effect on the financial statements was an increase in assets carried at amortized cost
and a reduction in assets carried at FVOCI. The result is that there was a decrease in the
unrealized loss on debt investments at FVOCI for the period and an increase in equity. The
amount reclassified was $78.320 million from FVOCI securities to $87.816 million in
amortized cost securities. The equity impact was $9.496 million. The additional fair value
loss that would have been recognised in other comprehensive income during the reporting
period if the financial assets had not been reclassified is $1,771,050.

6. Loans receivable

2023 2022
$’000 $’000

Loans and advances to customers [see (a) below] 42,570 30,268

Mortgages 145,621 128,720
Margin loans [see (a) below] 337 337
Corporate notes 12,657 19,948
Other loans 49,275 36,739
250,460 216,012
Unamortized loan origination fees ( 1,406) ( 1,094)
Accrued interest 1,594 965
Less: Allowance for expected credit losses [see (b)] ( 7,311) ( 8,507)
243,337 207,376

(a) Loans and advances to customers and margin loans represent advances made by the
Group to facilitate the purchase of securities by its clients. The securities purchased are
pledged as collateral for the outstanding advances. The fair value of collateral pledged by
clients was $21,349,000 (2022: $21,537,000). Certain of these securities have been re-
pledged by the Group. At the reporting date, the fair value of the collateral pledged by the
clients and re-pledged by the Group was $2,223,000 (2022: $2,065,000).
2023 FINANCIALS

(b) Loans receivable, net of allowance for expected credit losses, are due from the reporting
date as follows:

2023
Within 3-12 1-5 Over
3 months months years 5 years Total
$’000 $’000 $’000 $’000 $’000

Loans and advances to

customers 312 11,440 27,249 39,296 78,297
Corporate notes 3,831 13,081 4,175 124,666 145,753
Mortgages 56 - 27 6,580 6,663
Other loans 57 6,886 5,681 - 12,624
4,256 31,407 37,132 170,542 243,337
102
 44

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

6. Loans receivable (continued)

(b) Loans receivable, net of allowance for expected credit losses, are due from the reporting
date as follows (continued):

2022
Within 3-12 1-5 Over
3 months months years 5 years Total
$’000 $’000 $’000 $’000 $’000

Loans and advances to

customers 443 11,209 11,785 - 23,437
Corporate notes 6,517 1,552 686 902 9,657
Mortgages 94,175 2,652 8,596 15,144 120,567
Other loans 9,129 3,652 19,979 20,955 53,715
110,264 19,065 41,046 37,001 207,376

The movement on the expected credit losses is as follows:

2023 2022
$’000 $’000

Balance at beginning of year 8,507 326

Acquired through business combination - 7,770
Impairment allowance (credit)/ charge (1,196) 412
Effect of exchange rate movements - ( 1)
Balance at end of year 7,311 8,507

7. Trade and other assets

2023 2022
$’000 $’000

Trade receivables 7,935 12,485

Withholding tax recoverable 2,808 2,736
Interest receivable 1,958 1,521
Due from clients 1,714 1,592
Prepayments 2,484 2,297
Membership fee receivable 2,154 1,718
Due from affiliated companies 1,172 860
Pre-construction advances 2,880 3,106

2023 FINANCIALS
Employee related receivables (see note below) 2,642 2,714
Other assets 9,914 5,104
35,661 34,133
Less allowance for expected credit losses ( 2,567) ( 8,456)
33,094 25,677

As of March 31, 2023, employee related receivables includes $2,642,000 (2022: $2,714,000)
which is due from Massy Barbados Limited relating to the agreed transfer value for those
employees who were previously members of the defined benefit pension plan which was
administered by Massy Barbados Limited.

103
 45

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

7. Trade and other assets (continued)

2023 2022
$’000 $’000

Due from affiliated companies comprise the following:

A.S Bryden & Sons (Antigua) Limited 257 459
Alston Marketing Company Limited 138 180
Ansa McAL Trading Ltd- Guyana 113 29
Brydens & Minors Limited - 41
Brydens Stokes Limited 664 151
1,172 860

The movement in expected credit losses is as follows:

2023 2022
$’000 $’000

Balance at beginning of year 8,456 230

Acquired through business combination - 7,826
Expected credit losses charged/ (reversed) (5,893) 422
Effect of exchange rate movements 4 ( 22)
Balance at end of year 2,567 8,456

8. Inventories

2023 2022
$’000 $’000

Raw materials 6,062 4,181

Finished products 3,785 1,869
9,847 6,050
Goods in transit 277 1,922
10,124 7,972

In 2023, inventories of $54,889,000 (2022: $21,920,000) were recognised as an expense and

included in ‘cost of sales’.
2023 FINANCIALS

9. Property development in progress

This comprises land and associated costs on projects to develop residential and commercial
property.

Of this amount, $Nil (2022: $778,000) was transferred from investment property during the year
(note 11).

104
 46

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

10. Property, plant and equipment

Right-of-use Land Furniture, Work

on leasehold and Leasehold fixtures and Motor Computer in Art-
properties building improvements equipment vehicles equipment progress work Total
$’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000
Cost:
March 31, 2021 2,515 - 1,418 1,280 232 1,208 153 5 6,811
Acquired through
business combination - 23,304 470 2,005 546 377 - - 26,702
Additions 48 755 8 1,114 232 82 50 - 2,289
Transfers - - 14 - 171 - (185) - -
Disposals - - - - - ( 50) - - ( 50)
Translation - - ( 12) ( 13) - ( 46) - - ( 71)
March 31, 2022 2,563 24,059 1,898 4,386 1,181 1,571 18 5 35,681
Additions 73 824 176 540 180 410 265 - 2,468
Disposals - - - ( 163) ( 149) ( 21) - - (333)
Translation 26 - 4 5 - 19 - - 54
Adjustment ( 79) 209 ( 25) 20,538 1,049 661 ( 18) ( 1) 22,334
March 31, 2023 2,583 25,092 2,053 25,306 2,261 2,640 265 4 60,204

Depreciation:
March 31, 2021 617 - 243 824 111 1,002 - - 2,797
Charge for the year 378 174 161 408 339 89 - - 1,549
Eliminated on disposals - - - - - ( 50) - - ( 50)
Translation adjustment 49 39 ( 2) ( 6) - ( 54) - - 26
March 31, 2022 1,044 213 402 1,226 450 987 - - 4,322
Charge for the year 373 980 257 945 99 456 - - 3,110
Eliminated on disposal - - - ( 163) ( 149) - - - (312)
Translation 15 - 1 3 - 15 - - 34
Adjustment ( 68) 1,141 ( 39) 19,521 1,220 441 - - 22,216
March 31, 2023 1,364 2,334 621 21,532 1,620 1,899 - - 29,370

Net book values:

March 31, 2023 1,219 22,758 1,432 3,774 641 741 265 4 30,834
March 31, 2022 1,519 23,846 1,496 3,160 731 584 18 5 31,359

Depreciation charge for certain plant and equipment are included in ‘cost of sales’ $306,000
(2022:$264,000).

11. Investment property

2023 2022
$'000 $'000

2023 FINANCIALS
At beginning of year 14,841 10,678
Investment property acquired 4,792 4,315
Fair value adjustment (note 29) 1,193 624
Transfer to property development in progress (note 9) - ( 778)
Foreign exchange translation adjustment 16 2
20,842 14,841

105
 47

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

11. Investment property (continued)

The last external valuation of the Group’s properties were done in March 2023 by
independent valuators, DC Tavares Finson Realty Company Limited. At each reporting date
management considers the fair value and assesses the reasonable approximation of the
external valuations at the reporting date. The valuations were done on the basis of open market
value. The fair value of the investment property is categorised as Level 3 in the fair value
hierarchy.

Inter-relationship between
key unobservable inputs
Significant unobservable and fair value
Valuation technique inputs measurement
Market approach  Judgements about The estimated fair value
whether the property can would increase/(decrease)
This model takes into account:
be sold, exchanged, if:
 The fact that the intention is transferred, let,
to dispose of the property in  The level of current and
mortgaged or used for any
an open market transaction. future economic
other economic activity,
activity in the location
The expected sale would within its use class.
 and the impact on the
take place on the basis of a  The strength of demand strength of the demand
willing seller and willing for the property, given its is greater/(less) than
buyer. condition, location and judged.
A reasonable period in range of potential uses.
  The potential rental
which to negotiate a sale,  The potential rental value income from the
taking into account the of the property in the property is greater
nature of the property and current investment /(less) than judged.
state of the market. climate.
 Values are expected to
remain stable throughout
the period of market
exposure and disposal by
sale (hypothetical).
 The property will be freely
exposed to the market; and
 The potential rental value of
the property in the current
investment climate.
2023 FINANCIALS

106
 PROVEN GROUP LIMITED
(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN
Notes INVESTMENTS
to the Consolidated LIMITED
Financial Statements (Continued)
Notes to the Consolidated Financial Statements (continued)
Year ended March 31, 2023
(Presented
Year ended Marchin 31,
United States
2023 dollars, except
(Presented as otherwise
in United stated)except as otherwise stated)
States dollars,

12. Intangible assets

Customer Members Non-compete Trademark & Assembled Distribution Computer Work-in-

relationships agreements agreements tradename Goodwill Brand Deposits workforce networks License software progress Total
$’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000
Cost:
March 31, 2022 17,373 1,669 3,200 1,456 14,347 3,340 4,923 1,138 1,400 368 5,219 83 54,516
Additions - - - - - - - - - - 472 205 677
Adjustment - - - - - - - - 248 - 170 - 418
FX translation - - - - - - - - - 3 88 5 96
March 31, 2023 17,373 1,669 3,200 1,456 14,347 3,340 4,923 1,138 1,648 371 5,949 293 55,707

Amortisation:
March 31, 2022 5,065 1,544 - - - - - - - - 1,537 - 8,146
Amortisation for the year 1,298 14 379 - - - 703 163 184 - 941 - 3,682
Impairment 1,756 - - 300 1,457 - - - - - - - 3,513
Write off - - - 456 - - - - - - - - 456
Adjustment - - - - - - - - 77 - 344 - 421
FX translation - - - - - - - - - - 28 - 28
March 31, 2023 8,119 1,558 379 756 1,457 - 703 163 261 - 2,850 - 16,246

Net book values:

March 31, 2023 9,254 111 2,821 700 12,890 3,340 4,220 975 1,387 371 3,099 293 39,461
March 31, 2022 12,308 125 3,200 1,456 14,347 3,340 4,923 1,138 1,400 368 3,682 83 46,370

48
107 2023 FINANCIALS
 49

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

12. Intangible assets (continued)

In testing goodwill for impairment, recoverable amounts of cash-generating units (CGU) are
estimated based on value-in-use. Where the recoverable amounts exceed the carrying amounts,
no impairment allowance is made. The recoverable amounts of cash-generating units are
arrived at by estimating their future cash flows and discounting those cash flows using long-
term discount rates applicable to the countries in which the businesses operate.

For the purpose of impairment testing, goodwill has been allocated to the Group’s cash
generating units (operational divisions) as follows:

2023 2022
$’000 $’000

Wealth management 9,633 9,633

Production and distribution 4,714 4,714
14,347 14,347

Future sustainable cash flows are estimated based on the most recent forecasts, after taking
account of past experience. In all cases projected cash flows are taken over 5 years and the
long-term growth rate is applied following the projection period, with a terminal value
calculated based on the discount rate and growth rate applied. Each cash generating unit is
regarded as saleable to a third party at any future date at a price sufficient to recover its
carrying amount of goodwill. Key assumptions are set out below.
2023 2022

Wealth Management (CGUs)

Discount rate 18.6% 16.7%

Terminal value 2.3% 2.5%
Attrition rate 7.3% 6.1%

The carrying amount of goodwill was determined to be higher than its recoverable amount.
The Group recognised an impairment of $1,457,000 during the year (2022: $Nil). The
impairment loss was recognised in the profit or loss statement included in “other operating
expenses.

2023 2022
2023 FINANCIALS

Production and distribution (CGUs)

Discount rate 12.6% - %

Terminal value 1.93% - %

In determining the value of the customer contracts and related relationships, an income
approach method, specifically the Multi-Period Excess Earnings Method (“MEEM”) was used.
The principle behind the MEEM is that the value of an intangible asset is equal to the present
value of the after-tax cash flows attributable only to that intangible asset.

108
 50

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

12. Intangible assets (continued)

Production and distribution (CGUs) (continued)

The carrying amount of Proven Wealth (Cayman Limited) customer relationships was
determined to be higher than its recoverable amount. The Group recognised an impairment of
$1,756,000 during the year (2022: $353,000). The carrying amount of Heritage Education
Funds International Inc tradename was determined to be higher than its recoverable amount.
The Group recognised an impairment of $300,000 during the year (2022: Nil). The impairment
losses were recognised in the profit or loss statement included in “other operating expenses.
Key assumptions are set out below:

13. Investment in subsidiaries

(a) Acquisition of Fidelity Bank (Cayman) Limited

Effective February 1, 2022, the Company acquired 3,800,000 common shares,

representing a 100% interest in Fidelity Bank (Cayman) Limited (FBCL) from Fidelity
Bank & Trust International Limited for a consideration of $32,116,949. FBCL is
incorporated in the Cayman Islands with registered office located at Willow House,
Cricket Square, 171 Elgin Avenue, George Town. FBCL is licensed under the Bank and
Trust Companies Act, as a Category A Bank to carry on banking business in the Cayman
Islands, subject to certain restrictions contained in the terms of the licence. FBCL and its
subsidiaries offers a full range of retail banking services, including internet and telephone
banking, acceptance of deposits, granting of loans and the provision of foreign exchange
services through each of its two (2) branches in Grand Cayman.

The Group’s rationale for acquiring FBCL is that it supports the vision of being the
premier Caribbean and Latin American Private Equity firm and fits into its core Banking
and Wealth division business model. FBCL is expected to play a key role in extracting
synergies across the financial services ecosystem as the Group will now have a complete
suite of banking and wealth management products. The acquisition also provides the
Group with an opportunity to grow its assets under management portfolio, leverage cost
synergies with existing portfolio assets while expanding its footprint in the Cayman
Islands and the wider Caribbean.

FBCL contributed revenue of $2,037,000 and attributable post-acquisition losses of

$828,000 to the Group’s results in the period to March 31, 2022. If the acquisition had
occurred on April 1, 2021, management estimates that consolidated revenue from FBCL
would have been $12,420,000, and consolidated loss for the year would have been

2023 FINANCIALS
$1,811,000. In determining these amounts, management has assumed that the fair value
adjustments, determined provisionally, that arose on the date of acquisition would have
been the same if the acquisition had occurred on April 1, 2021.

109
 51

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

13. Investment in subsidiaries (continued)

(a) Acquisition of Fidelity Bank (Cayman) Limited (continued)

The consideration of $32,117,000 is less than the net assets of the business of $36,680,000
million thereby resulting in a gain of $4,563,000, recognised in the statement of profit and
loss and other comprehensive income. This acquisition resulted in a gain as the seller had
been winding down its operations in the Cayman Islands and was motivated to sell.

The following summarises the fair value of the identifiable assets and liabilities recognised
by the Group at the date of acquisition.

i. Identifiable assets acquired and liabilities assumed:

2022
$’000
Property, plant and equipment 18,128
Intangible asset 8,000
Inventory 5,270
Trade receivable 4,801
Other assets 2,459
Cash and cash equivalents 1,157
Investment securities 766
Accounts payable ( 3,321)
Accrued expenses and other liabilities ( 3,077)
Employee benefit obligation ( 1,036)
Net assets acquired 33,147
Non-controlling interest (16,408)
Goodwill acquired 4,714
Total consideration on acquisition 21,453

ii. Cash flow on acquisition

2022
$’000
Cash acquired 86,287
Less cash consideration (32,117)
Net cash inflow on acquisition 54,170

iii. The fair values of material asset categories were established as follows:
2023 FINANCIALS

 Intangible assets: The value of customer deposits was assessed using the cost
savings method. Customer relationships are inherently tied to the customer
base and so this asset was not separately valued. The value of the assembled
workforce in place is value is determined by calculating the training cost
avoided and salary costs avoided in the time it takes for new staff to become
fully productive.
 The other assets comprise gross contractual amounts which were expected to
be fully collectible at the date of acquisition.
 Loans receivable comprise gross contractual amounts due of $173,094,000, of
which $7,770,000 was expected to be uncollectable at the date of acquisition.

110
 52

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

13. Investment in subsidiaries (continued)

(a) Acquisition of Fidelity Bank (Cayman) Limited (continued)
iv. Acquisition-related costs

The Group incurred acquisition-related costs of $946,000 on legal fees and due
diligence costs. These costs have been included in ‘other operating expenses’ in the
statement of profit or loss and other comprehensive income for the year ended March
31, 2022.
(b) Acquisition of Roberts Manufacturing Company Limited
Effective June 8, 2021, the Company acquired 5,806,495 common shares, representing a
50.5% interest in Roberts Manufacturing Company Limited (RMCL) for a consideration of
$21,452,500. RMCL, is incorporated in Barbados with registered office located at Lower
Estate, St. Michael, Barbados. The principal activities of RMCL is the production and
distribution of animal feed, dog food, margarine and shortening, soybean meal and soybean
oil.
The Group’s rationale for acquiring RMCL helps to achieve the objective of diversifying
the private equity investment portfolio away from financial services while capturing the
opportunity to leverage and grow the brand across the Caribbean. Also, food
manufacturing is seen as vital in regional food security and there is the prospect of
improving shareholder value through strategic guidance and support of this business.
RMCL contributed revenue of $53,694,000 and attributable post-acquisition profits of
$3,876,000 to the Group’s results in the period to March 31, 2022. If the acquisition had
occurred on April 1, 2021, management estimates that consolidated revenue from RMCL
would have been $63,833,000, and consolidated loss for the year would have been
$3,999,000. In determining these amounts, management has assumed that the fair value
adjustments, determined provisionally, that arose on the date of acquisition would have
been the same if the acquisition had occurred on April 1, 2021.
The following summarises the fair value of the identifiable assets and liabilities recognised
by the Group at the date of acquisition.
i. Identifiable assets acquired and liabilities assumed:
2022
$’000
Property, plant and equipment 18,128
Intangible asset 8,000

2023 FINANCIALS
Inventory 5,270
Trade receivable 4,801
Other assets 2,459
Cash and cash equivalents 1,157
Investment securities 766
Accounts payable ( 3,321)
Accrued expenses and other liabilities ( 3,077)
Employee benefit obligation ( 1,036)
Net assets acquired 33,147
Non-controlling interest (16,408)
Goodwill acquired 4,714
Total consideration on acquisition 21,453
111
 53

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

13. Investment in subsidiaries (continued)

(b) Acquisition of Roberts Manufacturing Company Limited (continued)

ii. Cash flow on acquisition

2021
$’000

Cash acquired 1,157

Less cash consideration (21,453)
Net cash outflow on acquisition (20,296)

iii. The fair values of material asset categories were established as follows:

 Intangible assets: The value of customer deposits was assessed using the Income
approach’s Multi-Period Excess Earnings method (MPEEM). The value of the
Brand was assessed using the Income approach’s Relief -from Royalty method
(RFR).
 Property, plant and equipment: The value of land was assessed through market
comparison techniques by qualified independent valuation assessors. The value
of buildings and certain equipment was assessed through cost techniques,
specifically the depreciated replacement cost methodology to account for physical
deterioration as well as functional and economic obsolescence.
 The other assets comprise gross contractual amounts which were expected to be
fully collectible at the date of acquisition.
 Trade receivable comprise gross contractual amounts due of $11,809,000, of
which $7,008,000 was expected to be uncollectable at the date of acquisition.
 The measurement of the employee benefits assets/obligations have been measured
on a provisional basis as the pension arrangements in respect of current and
former employees of RMCL have not been finalised as at March 31, 2022 [note
15 (a)].

iv. Acquisition-related costs

The Group incurred acquisition-related costs of $567,000 on legal fees and due
diligence costs. These costs have been included in ‘other operating expenses’ in the
2023 FINANCIALS

statement of profit or loss and other comprehensive income for the year ended March
31, 2022.

112
 54

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

13. Investment in subsidiaries (continued)

(c) Acquisition of Heritage Education Funds International Inc.

Effective October 1, 2021, the Company acquired 100 common shares, representing a
100% interest in Heritage Education Funds International Inc (HEFI) from Knowledge First
Foundation for a consideration of $8,289,758. HEFI, is incorporated in Canada with
registered office located at 50 Burnhamthorpe Road, Mississauga, Ontario. The principal
activities of the company is the distributor of the Heritage International Scholarship Trust
Plan- Fund D and assist the Heritage International Scholarship Trust Plan Foundation in
administering the Plan. The Plan is currently distributed in the Bahamas, Bermuda, Jamaica
and the British Virgin Islands.
The Group’s rationale for acquiring HEFI includes the opportunity to expand the wealth
management business in the Caribbean. The Group is also able to cross sell complementary
financial products with operations in similar jurisdictions.

HEFI contributed revenue of $1,381,000 and attributable post-acquisition profits of

$173,000 to the Group’s results in the period to March 31, 2022. If the acquisition had
occurred on April 1, 2021, management estimates that consolidated revenue from HEFI
would have been $2,064,000, and consolidated profit for the year would have been
$993,000. In determining these amounts, management has assumed that the fair value
adjustments, determined provisionally, that arose on the date of acquisition would have
been the same if the acquisition had occurred on April 1, 2021.

The following summarises the fair value of the identifiable assets and liabilities recognised
by the Group at the date of acquisition.

i. Identifiable assets acquired and liabilities assumed:

2022
$’000

Intangible assets 5,600

Membership fees receivable 914
Receivable from affiliated companies 692
Investments 431
Cash and cash equivalents 92
Other assets 288
Note payable (2,162)
Accrued expenses and other liabilities ( 590)
Net assets acquired 5,265

2023 FINANCIALS
Goodwill acquired 3,025
Total consideration on acquisition 8,290
ii. Cash flow on acquisition
2022
$’000

Cash acquired 95
Less cash consideration (8,290)
Net cash outflow on acquisition (8,195)

113
 55

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

13. Investment in subsidiaries (continued)

(c) Acquisition of Heritage Education Funds International Inc (continued)

iii. The fair values of material asset categories were established as follows:

 Intangible assets: The value of member agreement was assessed using the
Income approach’s Multi-Period Excess Earnings method (MPEEM). The value
of the distribution network was assessed using the Income approach’s . The value
of trademarks was assessed using the Relied from Royalty method (RFR) of the
income approach.
 The other assets comprise gross contractual amounts which were expected to be
fully collectible at the date of acquisition.
 Membership fee receivable comprise gross contractual amounts due of
$1,059,000, of which $145,000 was expected to be uncollectable at the date of
acquisition.

iv. Acquisition-related costs

The Group incurred acquisition-related costs of $128,000 on legal fees and due
diligence costs. These costs have been included in ‘other operating expenses’ in the
statement of profit or loss and other comprehensive income for the year ended March
31, 2022.

(d) Proven Holdings Limited

During the financial year, capital injection of $2,708,000 (2022: $2,092,000) cash was made
in Proven Holdings Limited.

(e) Proven Properties Limited (formerly Real Properties Limited)

During the financial year, capital injection of $3,784,000 (2022: $3,569,000) cash was made
in Proven Properties Limited.

(f) Proven Bank (Cayman) Limited (formerly Fidelity Bank (Cayman) Limited)

During the financial year, capital injection of $3,000,000 cash was made in Proven Bank
(Cayman) Limited.
2023 FINANCIALS

(g) Proven Bank (St. Lucia) Limited (formerly Boslil Bank limited)

Effective October 6, 2022, PGL acquired the remaining 25% shares in Proven Bank St.
Lucia Limited from a minority shareholder for $10,900,000 by issuing additional PGL
shares of 42,300,000 (see note 24).

114
 56

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

14. Investment in associates

2023 2022
$’000 $’000
Carrying amount of interest in associate:
JMMB Group Limited 114,633 116,671
Plastic Containers Ltd 692 957
Access Financial Services Limited 15,954 22,884
131,279 140,512
The Group’s share of profit/(loss) comprises:
2023 2022
$'000 $'000
JMMB Group Limited 8,092 14,455
Access Financial Services Limited 470 689
8,562 15,144
Others ( 81) 70
8,481 15,214

(i) Investment in Access Financial Services Limited (Access)

This represents a 24.72% shareholding in Access Financial Services Limited, a personal
loan and microfinance company. As at March 31, 2023, the fair value of the investment
was $11,525,000 (2022: $8,872,000).
During the year, Access reported lower net cash flows and operating profits than budgeted
and previous year’s results. These conditions were considered in determining that there are
indicators of impairment. In testing the investment of associate for impairment, the
recoverable amount was compared to the carrying amounts of AFS. The recoverable
amount was determined by assessing the value in use (VIU). The income approach,
specifically the discounted cashflow method was used to estimate the VIU. The recoverable
amount for Access was $15,954,000 (2022: $22,884,000).
The carrying amounts of AFS was determined to be higher than its recoverable amount and
an impairment of $6,609,000 (2022: $830,000) was recognised. The impairment loss was
recognised in the statement of profit or loss and is included in “other operating expenses”.
Key assumptions are set out below:
2023 2022
Retail lending cash generating units (CGUs)

2023 FINANCIALS
Discount rate 23% 18%
Terminal multiple 11.1x 10.1x
(ii) Investment in JMMB Group Limited
This represents a 20% shareholding or 391,310,526 shares in JMMB Group Limited
(JMMBGL). The principal activities of JMMBGL are investment management and banking
services. The purpose of the acquisition is to generate dividend income. JMMBGL is listed
on Jamaica Stock Exchange. As at March 31, 2023 the fair value of the investment was
$78,736,000 (2022: $113,154,000).

115
 PROVEN GROUP LIMITED
(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN
Notes INVESTMENTS
to the Consolidated LIMITED
Financial Statements (Continued)
Notes to the Consolidated Financial Statements (continued)
Year ended March 31, 2023
(Presented
Year ended Marchin 31,
United States
2023 dollars, except
(Presented as otherwise
in United stated)except as otherwise stated)
States dollars,

14. Investment in associates (continued)

(iii) The following table summarises the financial information of JMMBGL and Access, as included in the Group’s financial
statements as at March 31, 2023, reflecting adjustments for differences in accounting policies.
2023 2022
JMMBGL Access Total JMMBGL Access Total
$’000 $’000 $’000 $’000 $’000 $’000
Percentage ownership interest 20% 24.72% 20% 24.72%
Statement of financial position:
Intangible assets 28,764 2,951 31,715 21,983 3,120 25,103
Tangible assets 4,393,960 39,900 4,433,860 3,980,788 33,877 4,014,665
Liabilities (4,061,379) (24,601) (4,085,980) (3,635,421) (18,770) (3,654,191)
Net assets attributable to equity holders (100%) 361,345 18,250 379,595 367,350 18,227 385,577
Non-controlling interests ( 6,828) - ( 6,828) ( 9,524) - ( 9,524)
Adjusted net assets 354,517 18,250 372,767 357,826 18,227 376,053
Group’s share of net assets 70,903 4,511 75,414 71,565 4,506 76,071
Goodwill 35,964 8,822 44,786 35,964 16,276 52,240
Foreign exchange adjustment 7,766 2,621 10,387 9,142 2,102 11,244
Carrying amount of investment 114,633 15,954 130,587 116,671 22,884 139,555

Revenue 319,818 15,339 335,157 277,647 14,884 292,531

Profit from continuing operations 40,439 1,902 42,341 74,989 2,870 77,859
Adjustments - - - ( 2,750) ( 78) ( 2,828)
Other comprehensive income/(loss),
net of tax ( 42,411) ( 114) ( 42,525) ( 95,019) 370 ( 94,649)
Total comprehensive income/(loss) ( 1,972) 1,788 ( 184) ( 22,780) 3,162 ( 19,618)
Share of total comprehensive income/(loss)
since date of investment:
Profit for the year 8,092 470 8,562 14,455 689 15,144
Other comprehensive income/(loss) ( 8,486) ( 28) ( 8,514) ( 19,014) 97 ( 18,917)
( 394) 442 48 ( 4,559) 786 ( 3,773)

57
2023 FINANCIALS

116
 58

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

15. Employee benefit obligations

(a) Pension fund liability

Roberts Manufacturing Company Limited (RMCL) was a participating contributor of Massy

(Barbados) Limited (MBL) defined benefit pension plan scheme known as the BS&T
Pension Scheme up to June 8, 2021. The assets of this plan are held in a separate fund
administered by Trustees appointed by Trustees appointed by Massy (Barbados) Ltd. and it
was funded by payments from the group taking into account the recommendation of
independent qualified actuaries. The pension arrangements in respect of current and former
employees of RMCL have not been finalised as at March 31, 2023. The agreed transfer
value for those employees who were previously members of the MBL defined pension plan
is included in trade and other assets (note 7). The disclosures have been made using the
following assumptions:

 The liabilities in respect of deferred pensioners and pensioners who were employed by
the RMCL will remain liabilities of the BS&T Pension Scheme.
 The transfer value that will be paid in respect of current employees of the RMCL will
be calculated as the present value of their defined benefit obligation at the acquisition
date. The assumptions used in calculating the transfer value were the same assumptions
used in calculating the solvency position of the BS&T Pension Scheme at its last
triennial valuation as at September 30, 2020.

Certain employees participate in a non-contributory defined benefit pension and post-

employment medical scheme.

The amount recognised in the statement of financial position is as follows:

2023 2022
$’000 $’000

Present value of funded obligations at end of year (2,378) (2,005)

The amounts recognised in the statement of profit or loss and other comprehensive income
are as follows:

2023 2022
$’000 $’000

2023 FINANCIALS
Current service costs 56 632
Interest cost 156 115
Net amount included in staff costs 212 747

Remeasurements included in other comprehensive income,

being experience loss ( 263) ( 475)

117
 59

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

15. Employee benefit obligations (continued)

(a) Pension fund liability (continued)

Changes in the present value of the defined benefit obligations are as follows:

2023 2022
$’000 $’000

Balance at beginning of period 2,005 -

Defined benefit obligations acquired through
business combination - 7,255
Interest cost 156 632
Current service cost 56 115
Benefits paid ( 102) ( 595)
Liabilities transferred out - (4,927)
Remeasurements:
Actuarial gains on obligation 263 ( 475)
Defined benefit obligation at the end of period 2,378 2,005

Principal actuarial assumptions used for accounting purposes are as follows:

2023 2022
% %
Pension plan
Discount rate 7.75 7.75
Expected return on plan assets 7.75 7.75
Future promotional salary increases 2.00 2.00
Future inflationary salary increases 3.75 3.75
Future pension increases 0.75 0.75
Proportion of employees opting for early retirement 15.00 5.00
Future increases in NIS ceiling for earnings 3.50 3.50

Post retirement mortality for pensioners at 65

Male UP 94 UP 94
Female UP 94 UP 94

The weighted average duration of the defined benefit obligation is 12.35 years.

Roberts Manufacturing Company Limited contributes to the scheme at a rate recommended

2023 FINANCIALS

by the actuary based on a triennial valuation. The last triennial valuation was performed at
September 30, 2020 and the contribution rate was determined at 14% of salaries.

118
 60

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

15. Employee benefit obligations (continued)

(b) Medical fund liability

The amount recognised in the statement of financial position comprises:

2023 2022
$’000 $’000

Medical fund liability ( 904) ( 912)

The amounts recognised in the statement of profit or loss and other comprehensive income
are as follows:

2023 2022
$’000 $’000

Current service cost 24 38

Interest cost 71 105
Amount included in staff costs 95 143

Experience gains of $67,425 (2022:$67,000) are recognized in other comprehensive income.

Changes in the present value of the post-retirement benefit obligation are:

2023 2022
$’000 $’000

Balance at beginning of period/year 912 893

Interest cost 71 105
Current service cost 24 37
Benefits paid ( 36) ( 56)
Remeasurements:
Actuarial gain on obligations ( 67) ( 67)
Balance at the end of the period 904 912

The principal actuarial assumptions used for accounting purposes were:

2023 FINANCIALS
Discount rate at end of year 7.75% 7.75%
Future medical claims/premium inflation 4.50% 4.50%

119
 61

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

16. Deferred tax asset

2023
Recognised in
Balance Recognised other Balance
at March in profit comprehensive at March
31, 2022 or loss income 31, 2023
$’000 $’000 $’000 $’000
(note 32)

Property, plant and equipment 255 181 - 436

Loans receivable - 5 - 5
Other receivables ( 547) ( 68) - ( 615)
Unrealised foreign exchange net 140 ( 83) - 57
Investment property 15 ( 17) - ( 2)
Investment at FVOCI 1,086 - 453 1,539
Investment at FVPTL ( 11) 1 - ( 10)
Impairment loss on instruments
at FVOCI 2 84 ( 79) 7
Other liabilities 19 169 - 188
Lease liabilities, net 25 - - 25
Tax losses 24 - - 24
Exchange difference on translation ( 86) 8 13 ( 65)
Other 119 112 ( 5) 226
1,041 392 382 1,815

2022
Acquired Recognised in
Balance through Recognised other Balance
at March business in profit comprehensive at March
31, 2021 combination or loss income 31, 2022
$’000 $’000 $’000 $’000 $’000
(note 32)

Property, plant and equipment 14 103 138 - 255

Loans receivable ( 27) - 27 - -
Other receivables (369) - (178) - ( 547)
Unrealised foreign exchange net 219 - ( 79) - 140
Investment property ( 18) - 33 - 15
Investment at FVOCI 174 - - 912 1,086
Investment at FVPTL ( 11) - - - ( 11)
2023 FINANCIALS

Impairment loss on instruments

at FVOCI 2 - ( 71) 71 2
Other liabilities 66 - ( 47) - 19
Lease liabilities, net 16 - 9 - 25
Tax losses 24 - - - 24
Exchange difference on translation ( 82) - - ( 4) ( 86)
Other 75 18 35 ( 9) 119
83 121 (133) 970 1,041

120
 62

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

17. Repurchase agreements

The Group sells Government and corporate securities and agrees to repurchase them on
specified dates and at specified prices. Investment securities and resale agreements have been
pledged by the Group as collateral for repurchase agreements (see note 4 and 5).

2023 2022
$’000 $’000

Denominated in Jamaica Dollars 26,048 24,350

Denominated in United States Dollars 52,231 42,739
Denominated in Pound Sterling 46 154
Denominated in Canadian Dollars 8 -
78,333 67,243

18. Owed to related parties

2023 2022
$’000 $’000
Current accounts - 276
Dividend payable - 386
- 662

Current accounts represent accrued management fees and amounts payable to Proven
Management Limited.

19. Due to customers

2023 2022
$’000 $’000

Time deposits 21,705 11,210

Term deposits 270,993 325,435
Interest bearing accounts 2,000 1,759
Non-interest bearing accounts 273,987 323,089
568,685 661,493

20. Notes payable

2023 FINANCIALS
2023 2022
$’000 $’000

Structured notes [see (i) below] 159,811 150,844

Principal protected notes [see (ii) below] 15,845 -
Long-term loan [see (iii) below] 42,542 41,702
Other 10,154 18,222
228,352 210,768

121
 63

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

20. Notes payable (continued)

(i) Structured notes represent short to medium-term debt obligations issued by the Group.
The notes are secured by a basket of securities and typically have fixed quarterly coupon
payments, with bullet payments of principal at maturity.
(ii) The Group issued and guaranteed US dollar denominated principal protected notes. The
returns on these United States Dollar notes are based on the movement in the prices of
certain underlying shares, the holder benefits from any upward movements in the share
price, any downward movements are absorbed by the company. The notes also have a
guaranteed interest rate of 1% per annum paid semi-annually in arrears up to and
including the maturity date. The obligor is an independent third party. Accordingly, the
company recognised a liability in relation to the principal on its statement of financial
position. The notes are for a period of sixteen and eighteen months. The entity has entered
into various call options to hedge the movements in the share prices [see note 5(a)]. The
entity does not apply hedge accounting per IFRS 9.

(iii) The Group issued a Jamaica dollar Corporate Bond of J$10.5 billion through NCB
Capital Markets Limited to assist with the acquisition of ordinary shares in JMMB Group
Limited. The bond was issued in two facilities (A and B ) with maturity of ten (10) years
and six (6) years respectively. As at the reporting date, facility C was not yet been drawn
down.
 Facility A represents J$6.4 billion, matures in 10 years, bears fixed interest of 5% per
annum for years 1-3, fixed interest of 6.5% per annum for years 4-6, and fixed
interest of 7.5% thereafter.
 Facility B represents J$2.9 billion, matures in 6 years, bears fixed interest of 6% per
annum for years 1-3 and fixed interest of 7.5% thereafter. The Group opted to repay
this facility early on March 11, 2021.
 Facility C represents J$1.2 billion, which will be drawn down for a maximum period
of 2 years and bears fixed interest of 6% per annum.

All coupon payments are required to be paid semi-annually.

21. Other liabilities

2023 2022
$’000 $’000

Interest payable 2,066 1,327

2023 FINANCIALS

Payable to clients 6,152 7,743

Accrued charges 4,897 938
Other 9,165 9,643
Due to affiliated companies 1,837 2,119
24,117 21,770
Due to affiliated companies comprise the following:
Ansa McAL (Barbados) Limited 2 88
ADM Barbados Mills Limited 1,734 2,031
Ansa McAL (Barbados) 78 -
HISTF 23 -
1,837 2,119
122
 64

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

22. Lease liabilities

The Group occupies office spaces on leases that typically run for a period of 5 years, with
options to renew. Lease payments are renegotiated to reflect market rentals. Some leases
provide for additional rent payments that are based on changes in local market conditions.
The office space leases were negotiated as combined leases of land and buildings. Information
about leases for which the Group is a lessee is presented below.
Leases as lessee (IFRS 16)

(i) Right-of-use assets

Right‑of‑use assets related to leased properties that do not meet the definition of investment
property and are presented as property, plant and equipment (see note 10).
Leasehold
properties
$’000

Balance at March 31, 2022 1,596

Additions
Accumulated depreciation ( 376)
Balance at March 31, 2023 1,220

(ii) Lease liabilities:

Undiscounted cashflows of lease liabilities

2023 2022
$’000 $’000
Less than one year 402 350
One to five years 1,118 1,268
More than five years 114 276
1,634 1,894
Less: Future interest ( 239) ( 215)
Carrying amount of lease liabilities 1,395 1,679

2023 2022
$’000 $’000

2023 FINANCIALS
Current 375 633
Non-current 1,020 1,046
1,395 1,679

(iii) Amounts recognised in profit or loss

2023 202
$’000 $’000

Leases under IFRS 16 interest on lease liabilities 49 126

123
 65

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

22. Lease liabilities (continued)

(iv) Amounts recognised in statement of cash flows

2023 2022
$’000 $’000

Total cash outflow for leases:

Interest 115 127
Principal 314 204
429 331

(v) Extension options

Some leases contain extension options exercisable by the Group up to one year before the
end of the non-cancellable contract period. Where practicable, the Group seeks to include
extension options in new leases to provide operational flexibility. The extension options
held are exercisable only by the Group and not by the lessors. The Group assesses at lease
commencement date, whether it is reasonably certain to exercise the extension options. The
Group reassesses whether it is reasonably certain to exercise the options if there is a
significant event or significant changes in circumstances within its control.

23. Preference shares

2023 2022
$'000 $'000

Manager’s preference shares [see (i)] 1 1

8.25% Cumulative redeemable preference shares [see (ii)]

The terms and conditions of the manager’s preference shares (note 24) include the following:
(i) the manager’s preference shares rank pari passu as between and among themselves;
(ii) Each manager’s preference share has votes attaching to it that are a multiple of the votes
attaching to each ordinary stock unit on all resolutions and decisions at a general meeting,
such that the preference share votes will be at least equal to the votes of the ordinary stock
units, except on any resolution intended to vary the formula for computing the dividend
payable to the preference shareholders, in which case each manager’s preference share is
entitled to one vote.
2023 FINANCIALS

(iii) each manager’s preference share is entitled to a cumulative annual preference dividend in
the sum which is equal to:

(1) 25% of the profits and gains of the Group in each financial year in excess of the
Annual Earnings Hurdle (computed in accordance with the formula set out in the
terms and conditions of issue) for such financial year, divided by
(2) the number of manager’s preference shares in issue when the said cumulative annual
preference dividend is paid; and for this purpose the Annual Earnings Hurdle shall
be the amount which results when the hurdle rate is applied to the average equity of
the Company during such financial year.
124
 66

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

23. Preference shares (continued)

(iv) Apart from the right to the cumulative annual preference dividend, the manager’s
preference shares have no economic rights or entitlements save for the right on a winding
up to the repayment of the capital paid thereon on a pari passu basis with the capital paid
on the ordinary stock units.

24. Share capital

2023 2022
Units Units
Authorised:
2,999,990,000 Ordinary shares, par value US$0.01 each 29,999,900 29,999,900
10,000 Manager’s Preference Shares, par value US$0.01 each 100 100
300,000,000 8.25% Cumulative Redeemable
Preference Shares, par value US$0.01 each 3,000,000 3,000,000
700,000,000 cumulative redeemable
Preference share, par value US$0.01 each 7,000,000 7,000,000
40,000,000 40,000,000

2023 2022 2023 2022

Units Units $’000 $’000
Issued and fully paid:
Ordinary shares 801,732,000 759,432,000 125,961 115,754
Manager’s Preference Shares 10,000 10,000 1 1
125,962 115,755
Less: Preference shares classified as liability (see note 23) ( 1) ( 1)
125,961 115,754

(a) On October 6, 2022, the Board of Directors passed a resolution for the agreement of sale
and transfer of shares for the purchase of the 25% non-controlling interest in Proven Bank
(St. Lucia) Limited (formerly Boslil Bank Limited). The Company settled its obligation to
pay the purchase price partly by the issue of 42,300,000 newly issued ordinary shares [see
note 13 (g)].

(b) On November 5, 2020, the Board of Directors passed a resolution for the issue of shares
through an additional public offer thereby approving the issue up to 134,124,037 ordinary
shares for $29,038,000. The total shares approved for issue through the additional public

2023 FINANCIALS
offer was fully subscribed.

(c) The holders of the ordinary shares are entitled to receive dividends from time to time, and
are entitled to one vote per share at meetings of the Company.

(d) The rights and entitlements of the holders of the preference shares are set out in note 23.

125
 67

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

25. Fair value reserve

This represents the cumulative net unrealised gains and losses in fair value, net of taxation, on
the revaluation of FVOCI investment securities, and remains until the securities are
derecognised or impaired.

26. Foreign exchange translation reserve

The translation reserve comprises all foreign exchange differences arising from the translation
of the financial statements of foreign operations.

27. Non-controlling interest

During the year the Group acquired the non-controlling interest in Proven Bank (St. Lucia)
Limited [see note 13 (g)].

The following table summarises information relating to each of the Group’s subsidiaries that has
material non-controlling interest (NCI), before any intra-group eliminations.

2023
Roberts Intra-group
Manufacturing adjustments Total
$'000 $'000 $’000

PIL percentage 50.5%

NCI percentage 49.5%
Total assets 31,955
Total liabilities (15,346)
Net assets 16,609
Carrying amount of NCI 8,222 9,486 17,708
Revenue 74,802
Profit for the year ( 274)
Profit allocated to NCI ( 136) ( 361) ( 497)

OCI for the year ( 196) - ( 196)

OCI allocated to NCI ( 97) - ( 97)
2023 FINANCIALS

Cash flows from operating activities ( 3,942)

Cash flows from investment activities ( 1,233)
Cash flows from financing activities 184
Net decrease in cash and cash equivalents ( 4,991)

126
 68

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

27. Non-controlling interest (continued)

2022
Proven Bank Roberts Intra-group
St. Lucia Limited Manufacturing adjustments Total
$'000 $'000 $'000 $’000
NCI percentage 25% 49.5%
Total assets 357,857 28,349
Total liabilities (338,236) (10,518)
Net assets 19,621 17,831
Carrying amount of NCI 4,905 8,826 10,693 24,424
Revenue 8,565 53,694
Profit for the year 2,184 3,665
Profit allocated to NCI 546 1,814 583 2,943
OCI for the year ( 8,032) 924 - ( 7,108)
OCI allocated to NCI ( 2,008) 457 - ( 1,551)
Cash flows from operating activities 27,507 4,323
Cash flows from investment activities ( 189) ( 1,385)
Cash flows from financing activities ( 2,315) ( 1,150)
Net decrease in cash and cash equivalents 25,003 1,788

28. Net interest income

2023 2022
$’000 $’000

Interest income, calculated using the effective interest method:

GOJ benchmark investment notes 606 742
Regional and corporate bonds 360 3,343
Global bonds 4,569 2,698
Resale agreements 488 308
Corporate notes 502 792
Other loans receivable 19,541 3,252
Other 7,341 1,504

2023 FINANCIALS
33,407 12,639
Interest expense, calculated using the effective interest method:
Repurchase agreements 3,577 1,278
Notes payable 5,817 4,534
Finance cost 48 53
Other 6,595 1,693
16,037 7,558
Net interest income 17,370 5,081

127
 69

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

29. Net fair value adjustments and realised gains

2023 2022
$’000 $’000

Fair value adjustment for investment property (note 11) 1,193 624
Fair value gains on fixed income securities 1,180 2,270
Fair value (losses)/gains on equity securities (1,306) 3
Unrealised fair value (losses) on investments ( 284) ( 648)
783 2,249

30. Staff costs

2023 2022
$’000 $’000

Salaries, wages and related costs 17,807 9,712

Bonus and ex-gratia payments 144 789
Statutory payroll contributions 684 341
Pension costs - defined contribution plan 354 112
Staff welfare 214 110
Directors fees 258 227
Other 1,379 664
20,840 11,955

Included in staff costs are the following directors' and key management’s emoluments [note
33(d):

2023 2022
$’000 $’000

Fees 178 256

Management remuneration 2,358 2,243
2023 FINANCIALS

128
 70

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

31. Other operating expenses

2023 2022
$’000 $’000

Irrecoverable GCT 231 243

Insurance 138 73
Legal and other professional fees 5,230 4,004
Licenses and permits 657 556
Marketing and advertising 1,791 737
Miscellaneous 1,504 111
Management fees [note 33(f)] 2,673 3,304
Irrecoverable income tax withheld 41 35
Office rent 150 273
Commission expenses and fees 100 593
Printing and stationery 111 98
Repairs and maintenance 2,840 1,141
Subscriptions and donations 106 95
Courier and collection services - 179
Travelling 270 464
Utilities 286 337
Impairment of associate 6,609 830
Impairment of goodwill and other intangible assets 3,513 353
Other operating expenses 8,682 5,604
34,932 19,030

32. Taxation

(a) Depending on the jurisdiction and nature of business, income tax is computed at 2.74%,
25%, 30% and 33⅓% of profit for the year as adjusted for tax purposes, and is made up as
follows:

2023 2022
$’000 $’000
(i) Current tax charge:
Charge on current period’s profits:
Income tax at 2.74% 699 82
Income tax at 25% 152 70
Income tax at 30% 26 8
Income tax at 33⅓% 621 769

2023 FINANCIALS
1,498 929
(ii) Deferred tax (note 16):
Origination and reversal of
temporary differences ( 380) 287
(iii) Prior year over provision ( 23) ( 51)
Total income tax charge 1,095 1,165

129
 71

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

32. Taxation (continued)

(b) Reconciliation of actual tax expense:

The tax rate for two of the subsidiaries is 25% and 33⅓% of profit before income tax
adjusted for tax purposes, while the tax rate for the company is 30%. The actual charge for
the year is as follows:

2023 2022
$’000 $’000

(Loss)/profit before taxation (4,266) 16,645

Computed “expected” tax expense at 2.74% ( 43) 25
Computed “expected” tax expense at 25% 1,088 70
Computed “expected” tax expense at 33⅓% 350 1,132
1,395 1,227
Difference between profits for financial
statements and tax reporting purposes on:
Depreciation charge and capital allowances ( 10) 5
Income exempt from income tax ( 145) ( 244)
Financial asset at fair value not taxable ( 5) ( 6)
Prior period over provision ( 23) ( 51)
Other ( 117) 234
Actual tax expense 1,095 1,165

33. Related party transactions

(a) Definition of related party

A related party is a person or entity that is related to the Company.

(i) A person or a close member of that person’s family is related to the Company if that
person:
(1) has control or joint control over the Company;
(2) has significant influence over the Company; or
(3) is a member of the key management personnel of the Company or of a parent
of the Company.
2023 FINANCIALS

(ii) An entity is related to the Company if any of the following conditions applies:
(1) The entity and the Company are members of the same group (which means
that each parent, subsidiary, and fellow subsidiary is related to the others).
(2) One entity is an associate or joint venture of the other entity (or an associate or
joint venture of a member of a group of which the other entity is a member).
(3) Both entities are joint ventures of the same third party.
(4) One entity is a joint venture of a third entity and the other entity is an associate
of the third entity.

130
 72

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

33. Related party transactions (continued)

(a) Definition of related party (continued)

(ii) An entity is related to the Company if any of the following conditions applies
(continued):
(5) The entity is a post-employment benefit plan for the benefit of employees of
either the Company or an entity related to the Company.
(6) The entity is controlled, or jointly controlled by a person identified in (i).
(7) A person identified in (i)(1) has significant influence over the entity or is a
member of the key management personnel of the entity (or of a parent of the
entity).
(8) The entity, or any member of a group of companies of which it is a part,
provides key management personnel services to the Group.
A related party transaction is a transfer of resources, services or obligations between the
Group and a related party, regardless of whether a price is charged.

(b) Identity of related parties

The Group has related party relationships with its subsidiaries and associates and with its
directors and executive officers and those of its subsidiaries and associates.
(c) The Group has engaged a related party, Proven Management Limited, to provide
investment management services in relation to financial instruments held in a number of
funds, and the business and operations of the Group, for a fee. The fee is charged at 2% of
the Group’s Average Net Asset Value in the financial year [see note 33(f)].

2023 2022
$'000 $'000

Investment management fees paid for the year 2,449 3,029

Fees under-accrued at end of year 224 275
2,673 3,304

(d) Key management personnel are those persons having authority and responsibility for
planning, directing and controlling the relevant activities of the Group, directly or
indirectly. Such persons comprise the directors and executive officers. Key management
compensation for the year is included in staff costs (note 30).

(e) The statement of financial position includes balances, arising in the ordinary course of

2023 FINANCIALS
business, with its related parties, as follows:
2023 2022
$'000 $'000

JMMB Group Limited -deposits 6,949 12,024

Directors and key management
Loan receivable 2,399 318
Interest receivable 30 5
Repurchase agreements 127 268
Other liabilities 118 -

Other amounts with related parties are disclosed in notes 7, 18 and 20.
131
 73

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

33. Related party transactions (continued)

(f) The statement of profit or loss and other comprehensive income includes the following
expenses incurred in, transactions with related parties:

2023 2022
$'000 $'000

MPS Holding Limited

Dividends paid - 2,556
Proven Management Limited
Management fees 2,673 3,304
Directors and key management
Interest income 97 28
Interest expense 3 2

34. Earnings and diluted earnings per stock unit

Earning and diluted earnings per stock unit is computed by dividing the loss/profit attributable to
stockholders of the parent, of $4,864,000 (2022: $11,967,000), by the weighted average number
of ordinary stock units in issue during the year, numbering 780,582,000 (2022: 759,432,000).
There are no dilutive instruments in issue.

35. Distribution to equity holders

2023 2022
$'000 $'000
Distribution to ordinary shareholders of
At 0.31¢ (2022: 0.81¢) per stock unit - parent 2,440 6,155
- non-controlling interest - 1,119
2,440 7,274

36. Segment financial information

The Group is organised into five main business segments:

(a) Wealth Management - this incorporates financial and related services such as securities
brokering, stock brokering, portfolio planning and funds management.
2023 FINANCIALS

(b) Retail Lending - this incorporates personal and non-personal banking services.

(c) Private Banking - this incorporates banking services, deposit accounts, credit and debit
cards and cash-collaterised lending.

(d) Real Estate and Other – this incorporates real estate investment, real estate development for
residential and commercial purposes and other non-trading subsidiaries.

(e) Production and distribution – this incorporates the production and distribution of animal
feed, dog food, margarine and shortening, soybean meal and soybean oil.

132
 74

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

36. Segment financial information (continued)

Transactions between the business segments are on normal commercial terms and conditions.

Segment assets and liabilities comprise operating assets and liabilities, being the majority of items
on the statement of financial position, but exclude items such as taxation, share of profit of associate
and preference share. Eliminations comprise intercompany transactions and balances.
2023
Real
Wealth Private Retail estate & Production &
management banking lending other distribution Eliminations Group
$’000 $’000 $’000 $’000 $’000 $’000 $’000

Gross revenue 24,027 31,856 - 35,993 75,841 - 167,717

Inter-segment revenue ( 5,104) ( 1,463) - ( 982) - - ( 7,549)
Revenue from external
customers 18,923 30,393 - 35,011 75,841 - 160,168
Segment results ( 1,673) 8,687 - 1,502 ( 919) (10,244) ( 2,647)

Impairment losses ( 3,564) 73 (6,609) - - - ( 10,100)

Share of profit of associates 8,092 - 470 - ( 81) - 8,481
Loss before income tax ( 4,266)
Taxation ( 1,095)
Loss for the year ( 5,361)

Total segment assets 394,847 662,654 - 154,901 33,120 (181,291) 1,064,231

Total segment liabilities 275,281 575,494 - 70,333 16,511 ( 22,730) 914,889

Interest income 8,575 25,511 - 94 - ( 773) 33,407

Interest expense ( 10,743) ( 3,007) - ( 3,356) ( 51) 1,120 ( 16,037)
Depreciation and amortisation 1,196 1,271 - 31 1,003 3,574 7,075

2022
Real
Wealth Private Retail estate & Production &
management banking lending other distribution Eliminations Group
$’000 $’000 $’000 $’000 $’000 $’000 $’000

Gross revenue 25,265 10,316 - 4,579 54,966 - 95,126

Inter-segment revenue ( 6,607) ( 736) - ( 666) ( 958) - ( 8,967)
Revenue from external
customers 18,658 9,580 - 3,913 54,008 - 86,159
Segment results 485 1,356 - 741 3,815 ( 1,797) 4,600

2023 FINANCIALS
Impaitment losses ( 353) - (830) - - - ( 1,183)
Preference share dividend ( 2,556)
Share of profit of associates 14,435 - 709 - 70 - 15,214
Profit before income tax 16,075
Taxation ( 1,165)
Profit for the year 14,910

Total segment assets 362,395 715,693 - 163,488 28,346 (128,147) 1,141,775

Total segment liabilities 243,685 666,285 - 82,270 10,518 ( 28,045) 974,713

Interest income 6,549 6,970 - 119 - ( 999) 12,639

Interest expense ( 5,807) ( 314) - ( 2,517) ( 2) 1,082 ( 7,558)
Depreciation and amortisation 1,072 740 - 32 540 988 3,372

133
 75

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

36. Segment financial information (continued)

The geographic information analyses the Group’s external revenue and non-current assets by the
Company’s country of domicile and other countries. In presenting the geographic information below,
segment revenue is based on the geographic location of the customers and segment assets are based
on the geographic location of the assets.

2023
St. Lucia Jamaica Cayman Barbados Canada Eliminations Total
$’000 $’000 $’000 $’000 $’000 $’000 $’000
Gross revenues 50,721 15,963 22,579 75,841 2,613 - 167,717
Eliminations ( 5,429) ( 1,045) ( 1,075) - - - ( 7,549)
External revenues 45,292 14,918 21,504 75,841 2,613 - 160,168
Non-current assets 27,607 98,609 8,336 8,805 2,118 78,797 224,272

2022
St. Lucia Jamaica Cayman Barbados Canada Eliminations Total
$’000 $’000 $’000 $’000 $’000 $’000 $’000
Gross revenues 18,530 14,781 5,468 54,966 1,381 - 95,126
Eliminations ( 5,681) ( 1,925) ( 780) ( 581) - - ( 8,967)
External revenues 12,850 12,854 4,688 54,386 1,381 - 86,159
Non-current assets 22,036 98,290 8,460 9,527 1,960 94,585 234,858

37. Financial instruments - risk management

(a) Introduction and overview:

By their nature, the Group’s activities are principally related to the use of financial instruments.
The Group’s activities therefore expose it to a variety of financial risks: credit risk, liquidity
risk, market risk and other operational risk. Market risk includes currency risk, interest rate risk
and price risk. The Group's aim is therefore to achieve an appropriate balance between risk and
return and minimise potential adverse effects on the Group's financial performance.

The Group's risk management policies are designed to identify and analyse these risks, to set
appropriate risk limits and controls, and to monitor the risks and adherence to limits by means
of reliable and up-to-date information systems. The Group regularly reviews its risk
management policies and systems to reflect changes in markets, products and emerging best
practice.
2023 FINANCIALS

The Board of Directors is ultimately responsible for the establishment and oversight of the
Group's risk management framework. The Board has established committees for managing and
monitoring risks, as follows:

(i) Investment Management Committee

(ii) Audit Committee

The Investment Management Committee oversees management’s compliance with the Group's
risk management policies and procedures and reviews the adequacy of the risk management
framework in relation to the risks faced by the Group.

134
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PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

37. Financial instruments - risk management (continued)

(a) Introduction and overview (continued):
The Group accepts investments from customers at both fixed and floating rates and for
various periods and seeks to earn above-average interest margins by investing these funds
in high quality assets.
The Group seeks to increase these margins by consolidating short-term funds and
investing for longer periods at higher rates while maintaining sufficient liquidity to meet
encashments as they fall due.
The Group also trades in financial instruments where it takes positions to take advantage
of short-term market movements in bond prices and in foreign exchange and interest rates.
To manage the associated risks, trading limits are placed on the level of exposure that can
be taken.
Additionally, the Group implemented a number of specific measures to mitigate
unexpected liquidity adversitities. These included but are not limited to:
1. The implementation of a Group Liquidity Assessment and Strategy Response, which
included a Liquidity Recovery Plan for all subsidiaries and related entities guided by
the recommendations of the regulators. The key aspects of the Plan are aimed at:
 Assessing the daily inflow and outflow of funds (liquidity forecasting)
 Identifying and assessing the adequacy of financial resources for contingent
needs
 Implementing measures geared at strengthening the entity’s capital base
 Clear description of the escalation and decision-making process in place to
ensure that the Plan is executed timely.
2. The Investment Management Committee and Asset & Liabilities Committee within
the Group meet frequently to monitor liquidity and capital management issues that
might arise.

(b) Credit risk:

Management of credit risk attaching to key financial assets
Investment securities and loans receivable
The estimation of credit exposure for risk management purposes is complex and requires
the use of models, as the exposure varies with changes in market conditions, expected
cash flows and the passage of time. The assessment of credit risk of a portfolio of assets

2023 FINANCIALS
entails further estimations as to the likelihood of defaults occurring, the associated loss
ratios and the default correlations between counterparties.
The Group uses ECL models developed by independent service providers to determine the
ECL allowances for its investments and loans receivable. The models measure credit risk
using Probability of Default (PD), Exposure at Default (EAD) and Loss Given Default
(LGD). The Group uses a provision matrix in applying the simplified model for trade
receivables.
The maximum credit exposure, the total amount of loss the Group would suffer if every
counterparty to the Group’s financial assets were to default at once, is represented by the
carrying amount of financial assets exposed to credit risk.
135
 77

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

37. Financial instruments - risk management (continued)

(b) Credit risk:

Management of credit risk attaching to key financial assets

Investment securities and loans receivable
The following table sets out information about the credit quality of financial assets
measured at amortised cost, FVOCI debt instruments. Unless specifically indicated, for
financial assets, the amounts in the table represent gross carrying amounts. For loan
commitments, the amounts in the table represent the amounts committed.
 Debt securities and other financial assets at amortised cost:
2023
Stage 1 Stage 2 Stage 3 Total
$’000 $’000 $’000 $’000
Credit grade
Cash and cash equivalents and
resale agreements 148,431 - - 148,431
Investment grade securities 185,473 598 41 186,112
Non-investment grade securities 22,051 9,107 613 31,771
Other assets 31,216 2,973 1,472 35,661
387,171 12,678 2,126 401,975
Allowance for impairment losses ( 895) ( 519) (1,762) ( 3,176)
386,276 12,159 364 398,799

2022
Stage 1 Stage 2 Stage 3 Total
$’000 $’000 $’000 $’000
Credit grade
Cash and cash equivalents and
resale agreements 294,385 - - 294,385
Investment grade securities 2,108 114 - 2,222
Non-investment grade securities 95,657 8,054 - 103,711
Other assets 20,411 1,442 7,315 29,168
412,561 9,610 7,315 429,486
Allowance for impairment losses ( 516) ( 1,254) (7,315) ( 9,085)
412,045 8,356 ( - ) 420,401
2023 FINANCIALS

2023 2022
Stage 1 Stage 2 Stage 3 Total Total
$’000 $’000 $’000 $’000 $’000
Ageing of trade assets:
1-30 days category 31,216 - - 31,216 3,572
31-90 days category - 2,973 - 2,973 1,085
Over 90 days category - - 1,472 1,472 2
31,216 2,973 1,472 35,661 4,659
Allowance for impairment losses ( 390) ( 227) (1,738) ( 2,355) ( 424)
30,826 2,746 ( 266) 33,306 4,235

136
 78

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

37. Financial instruments - risk management (continued)

(b) Credit risk (continued):

Management of credit risk attaching to key financial assets (continued)

Investment securities and loans receivable (continued)

 Debt securities at FVOCI:

2023 2022
Stage 1 Stage 2 Stage 3 Total Stage 1 Stage 2 Stage 3 Total
$’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000
Credit grade
Investment grade 70,200 955 78 71,233 145,534 141 - 145,675
Non-investment grade 76,504 - 371 76,875 59,070 752 35 59,857
146,704 955 449 148,108 204,604 893 35 205,532
ECL charge ( 427) ( 55) ( 64) ( 546) ( 492) ( 24) ( 21) ( 537)

 Loans receivable at amortised cost:

2023
Stage 1 Stage2 Stage 3 Total
$’000 $’000 $’000 $’000
Ageing of loans receivable
Current 219,972 - - 219,972
Past due 1-30 days 17,996 - 14 18,010
Past due 61-90 days - 3,170 - 3,170
Over 90 days - - 9,496 9,496
237,968 3,170 9,510 250,648
Loss allowance ( 1,890) ( 79) (5,342) ( 7,311)
Total 236,078 3,091 4,168 243,337
Guarantees and letters of credit
Loss allowance ( 194) - - ( 194)

2022
Stage 1 Stage2 Stage 3 Total
$’000 $’000 $’000 $’000
Ageing of loans receivable

2023 FINANCIALS
Current 169,882 - - 169,882
Past due 1-30 days 12,340 - - 12,340
Past due 61-90 days - 743 - 743
Over 90 days 22,827 - 10,091 32,918
205,049 743 10,091 215,883
Loss allowance ( 1,680) ( 247) ( 6,580) ( 8,507)
Total 203,369 496 3,511 207,376
Guarantees and letters of credit
Loss allowance ( 254) - - ( 254)

137
 79

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

37. Financial instruments - risk management (continued)

(b) Credit risk (continued):

Management of credit risk attaching to key financial assets (continued)

The key judgements and assumptions adopted by the Group in addressing the requirements
of IFRS 9 are discussed below:

Credit risk grades

The Group uses internal credit risk gradings that reflect its assessment of the probability of
default of individual counterparties. The Group uses internal rating models tailored to the
various categories of counterparty.

Borrower and loan specific information collected at the time of application (such as
disposable income, and level of collateral for personal exposures; and turnover and
industry type for commercial exposures) is fed into this rating model. This is
supplemented with external data such as credit bureau scoring information on individual
borrowers. In addition, the models incorporate expert judgement from the Credit Risk
Officers in determining the final internal credit rating for each exposure. This allows for
considerations which may not be captured as part of the standard data inputs into the
model.

For debt securities in the Treasury portfolio, external rating agency credit grades are used.
These published grades are monitored and regularly updated. The PD’s associated with
each grade are determined based on realised default rates over the prior 12 months, as
published by the rating agency.

The Group considers a debt investment security to have low credit risk when its credit risk
rating is equivalent to the globally understood definition of ‘investment grade’. The Group
does not apply the low credit risk exemption to any other financial instruments.

Determining whether credit risk has been increased significantly (Stage 2)

The Group uses three criteria for determining whether there has been a significant increase
in credit risk:
- quantitative test based on movement in Probabilities of Default (PD). Credit risk is
deemed to increase significantly where the probability of default on a security or a
loan has moved by six (6) basis points;
2023 FINANCIALS

- qualitative indicators; and

- a backstop of 30 days past due, determined by counting the number of days since the
earliest elapsed due date in respect of which full payment has not been received. Due
dates are determined without considering any grace period that might be available to
the borrower.

138
 80

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

37 Financial instruments - risk management (continued)

(b) Credit risk (continued):

Management of credit risk attaching to key financial assets (continued)

Determining whether credit risk has been increased significantly (Stage 2) (continued)

If there is evidence that there is no longer a significant increase in credit risk relative to
initial recognition, then the loss allowance on an instrument returns to being measured at
12-month ECL. Some qualitative indicators of an increase in credit risk, such as
delinquency or forbearance, may be indicative of an increased risk of default that persists
after the indicator itself has ceased to exist. In these cases, the Group determines a
probation period during which the financial asset is monitored for evidence that its credit
risk has declined sufficiently. When contractual terms of a loan have been modified,
evidence that the criteria for recognising lifetime ECL are no longer met includes a history
of up-to-date payment performance against the modified contractual terms.

Incorporation of forward-looking information

These economic variables and their associated impact on the PD, EAD and LGD vary by
financial instrument.

Expert judgment has also been applied in this process. Forecasts of these economic
variables (the “base economic scenario”) are provided by the Group’s Finance team and
provide the best and worst estimate view of the economy.

The impact of these economic variables on the PD, EAD and LGD has been determined
by performing a trend analysis and comparing historical information with forecast macro-
economic data to determine whether the indicator describes a positive, negative or stable
trend and to understand the impact changes in these variables have had historically on
default rates and on the components of LGD and EAD.

In addition to the base economic scenario, the Group considers other possible scenarios
and scenario weightings. The Group concluded that three scenarios appropriately
captured non-linearities. The scenario weightings are determined by a combination of
statistical analysis and expert credit judgement, taking account of the range of possible
outcomes each chosen scenario is representative of.

2023 FINANCIALS
139
 81

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

37. Financial instruments - risk management (continued)

(b) Credit risk (continued):

Management of credit risk attaching to key financial assets (continued)

Incorporation of forward-looking information (continued)

The economic scenarios used as at March 31, 2023 and 2022, the following key
indicators represents scores used to adjust the forward-looking information for Jamaica
for the years 2024 to 2023:

2024 2023

Unemployment rates:
Base 26% - 55% 18% - 26%
Upside 3% - 30% 3% -20%
Downside 4% - 39% 4% - 38%
Interest rates:
Base 31% 27%
Upside 31% 29%
Downside 19% 19%
GDP Growth:
Base 36% - 53% 27% - 53%
Upside 6% - 67% 6% - 29%
Downside 7% - 54% 7% - 25%
Inflation rates:
Base 9% - 21% 27%
Upside 17% 14%
Downside 19% - 23% 19%

As with any economic forecasts, the projections and likelihoods of occurrence are subject
to a high degree of inherent uncertainty and therefore the actual outcomes may be
significantly different to those projected. The Group considers these forecasts to represent
its best estimate of the possible outcomes and has analysed the non-linearities and
asymmetries within the Group’s different portfolios to establish that the chosen scenarios
are appropriately representative of the range of possible scenarios.

Each scenario considers the expected impact of interest rates, unemployment rates and
2023 FINANCIALS

gross domestic product (GDP).

Other forward-looking considerations not otherwise incorporated within the above

scenarios, such as the impact of any regulatory, legislative or political changes, have also
been considered, but are not deemed to have a material impact and therefore no adjustment
has been made to the ECL for such factors. This is reviewed and monitored for
appropriateness on a quarterly basis.

The assumptions underlying the ECL calculation - such as how the maturity profile of the
PDs and how collateral values change etc. - are monitored and reviewed on a quarterly
basis.

140
 82

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

37. Financial instruments - risk management (continued)

(b) Credit risk (continued):

Management of credit risk attaching to key financial assets (continued)

Measurement of ECL

The key inputs into the measurement of ECL are the term structure of the following:

Life time PD models calculate probabilities of default at a minimum of an annual

frequency all the way out for 20 years. Beyond 20 years, due to lack of available data and
the challenge of predicting PDs this far into the future, the model assumes that the 20 year
annual marginal PD holds constant from the 20 year mark until maturity.

LGD is the magnitude of the likely loss if there is a default. The recovery rate model
provides transparent, timely (point-in-time), quantitative estimates of recovery rates of
issues within different liability classes of a given counterparty.

The bond recovery rate model is based on historically realised recovery rates of defaulted
bonds. Realised recovery rates are defined as the trading price of defaulted bonds
approximately 30 days after default. Effectively, the model is a non-linear factor based
model. Historical recovery rate data was compared to a variety of factors in order to
determine correlations between these factors and the amount recovered (as defined above).
These correlations were then used to determine the coefficients in a non-linear factor
model which is used for projecting recovery rates and losses prospectively. The output
from this model can be used either on a stand-alone basis to estimate recovery by specific
liability class upon default, or as inputs to a more comprehensive portfolio credit risk
management system.

EAD represents the expected exposure in the event of a default. The Group uses an
established third party service provider to determine client-specific exposure at default
(“EAD”) amounts on a position-by position or lot-by-lot basis. In preparing the full
lifetime ECL calculation, the EAD is calculated at annual intervals from the reporting date
out to maturity. The reporting date, transaction date and transaction price are used to
calculate the accounting exposure at default. If not provided, an effective interest rate is
calculated using the transaction date and price (see section below) and is applied to the
future cash flows of the particular instrument to discount these cash flows. This is done on
an annual basis from reporting date out to maturity.

2023 FINANCIALS
141
 83

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

37. Financial instruments - risk management (continued)

(b) Credit risk (continued):

Management of credit risk attaching to key financial assets (continued)

The carrying value of the assets are collaterised to the extent of the percentages shown below:

2023 2022 Principal type of collateral held

Resale agreements 87 100 Marketable securities

Loans and advances to corporate
customers:
Fixed income securities assignment,
Corporate loans 97 97 share pledges
Loans and advances to retail
customers:
Mortgage lending 100 100 Residential properties
Personal loan 100 99 Cash deposits
Market securities, PIL notes, Personal
Flexi loan 100 2 Guarantee, Equities and Real estate
Margin loan 26 25 Marketable securities
Loss allowance
The following tables show reconciliations from the opening to the closing balance of the loss
allowance by class of financial instrument.

 Debt securities, loans receivable and resale agreements at amortised cost:

Stage 1 Stage 2 Stage 3 Total

$’000 $’000 $’000 $’000

Balance at March 31, 2021 (1,136) ( 28) ( 88) ( 1,252)

New financial assets originated or
purchased (1,629) ( 623) (14,199) (16,451)
Financial assets derecognised 279 ( 456) 14 ( 163)
Changes to assumptions 162 - - 162
Foreign currency adjustment ( 127) - ( 14) ( 141)
Balance at March 31, 2022 (2,451) (1,107) (14,287) (17,845)
New financial assets originated or
2023 FINANCIALS

purchased (1,873) ( 90) ( 24) ( 1,987)

Financial assets derecognised 1,120 351 8,843 10,314
Changes to assumptions 300 148 ( 2,888) ( 2,440)
Transfer from stage 1 to stage 2 30 ( 30) - -
Transfer from stage 1 to stage 3 31 - ( 31) -
Transfer from stage 2 to stage 1 ( 128) 128 - -
Transfer from stage 2 to stage 3 - 12 ( 12) -
Transfer from stage 3 to stage 2 - ( 9) 9 -
Foreign currency adjustment ( 8) ( 1) - ( 9)
Write-offs - - 1,286 1,286
Balance at March 31, 2023 (2,979) ( 598) ( 7,104) (10,681)
142
 84

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

37. Financial instruments - risk management (continued)

(b) Credit risk (continued):

Management of credit risk attaching to key financial assets (continued)

Loss allowance (continued)

 Debt securities at FVOCI:

Stage 1 Stage 2 Stage 3 Total
$’000 $’000 $’000 $’000

Balance at March 31, 2021 ( 462) - - ( 462)

New financial assets originated or
purchased ( 624) ( 24) ( 21) ( 669)
Financial assets derecognised 583 - - 583
Foreign currency adjustment 11 - - 11
Balance at March 31, 2022 ( 492) ( 24) ( 21) ( 537)
New financial assets originated or
purchased ( 125) - - ( 125)
Financial assets derecognised 144 6 - 150
Changes to assumption 61 ( 54) ( 36) ( 29)
Transfer to stage 1 ( 11) 11 - -
Transfer to stage 2 1 ( 1) - -
Transfer to stage 3 - 7 ( 7) -
Foreign currency adjustment ( 5) - - ( 5)
Balance at March 31, 2023 ( 427) ( 55) ( 64) ( 546)
(i) Maximum exposure to credit risk:

The Group manages its credit risk exposure as follows:

 Cash and cash equivalents

These are held with reputable, regulated financial institutions. Collateral is not
required for such accounts, as management regards the institutions as strong.

 Resale agreements

Collateral is held for resale agreements in amounts that secure the collection of both
principal and interest as described in note 4.

2023 FINANCIALS
 Investment securities

The Group manages the level of risk it undertakes by investing substantially in

sovereign debt instruments and with other counterparties that have acceptable credit
ratings.

 Accounts receivable

Exposure to credit risk is managed by regular analysis of the ability of the customers
and other counterparties to meet repayment obligations.

143
 85

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

37. Financial instruments - risk management (continued)

(b) Credit risk (continued):

(i) Maximum exposure to credit risk (continued):

The Group manages its credit risk exposure as follows (continued):

 Loans receivable

The Group’s policy requires that proposed significant loans are approved by the
Investment Committee prior to disbursement, with the Committee thereafter
monitoring the performance of the credit.

(ii) Concentration of credit risk:

The Group holds significant amounts of debt securities issued by Government of

Jamaica and Bank of Jamaica. There is no other significant concentration of credit
risk.

(c) Liquidity risk:

Liquidity risk is the risk that the Group will encounter difficulty in meeting obligations
from its financial liabilities. Liquidity risk may result from an inability to sell a financial
asset quickly at, or close to, its fair value. The Group’s approach to managing liquidity is
to ensure, as far as possible, that it will have sufficient liquidity to meet its liabilities
when due under both normal and stressed conditions. Prudent liquidity risk management
procedures which the Group applies include maintaining sufficient cash and marketable
securities and monitoring future cash flows and liquidity daily.

Management has performed various assessments and stress testing of its business plans
under multiple scenarios, as part of its business continuity and contingency planning. The
risks of the proprietary and investment portfolio have also been examined by the
management team particularly with respect to market and liquidity risks exposures and no
deterioration is noted.

(i) Liquidity risk management:

The Group's liquidity management process, as monitored by the Investment

Management Committee, includes:
2023 FINANCIALS

(i) Monitoring future cash flows and liquidity on a daily basis. This incorporates
collateral which could be used to secure funding if required;
(ii) Maintaining a portfolio of highly marketable and diverse assets that can
readily be liquidated as protection against any unforeseen interruption to cash
flows;
(iii) Optimising cash returns on investment;
(iv) Monitoring liquidity ratios against internal and regulatory requirements. The
most important of these is to maintain limits on the ratio of net liquid assets to
customer liabilities; and

144
 86

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

37. Financial instruments - risk management (continued)

(c) Liquidity risk (continued):

(i) Liquidity risk management (continued):

(v) Managing the concentration and profile of debt maturities. Monitoring and
reporting take the form of cash flow measurement and projections for the next
day, week and month, respectively, as these are key periods for liquidity
management. The starting point for those projections is an analysis of the
contractual maturity of the financial liabilities and the expected collection
date of the financial assets.

The table below presents the undiscounted cash flows of the Group’s financial
labilities (both interest and principal cash flows) based on contractual
repayment obligations:

2023
No
366 days specific Total
0-30 31-90 91-365 to Over maturity contractual Carrying
days days days 5 years 5 years date outflow amount
$’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000
Liabilities
Repurchase agreements 39,654 29,035 14,182 709 - - 83,580 78,333
Notes payable - 1,020 70,234 168,763 7,940 - 247,957 228,352
Other liabilities 9,782 - 8,747 - - 6,117 24,646 24,117
Due to banks 420 - 101 - - 3,166 3,687 3,687
Due to customers 555,068 2,122 4,158 7,337 - - 568,685 568,685
Deferred income - - - 4,844 - - 4,844 4,844
Preference shares - - - - - 1 1 1
Lease liabilities 24 59 296 1,159 116 - 1,654 1,395
Total financial liabilities 604,948 32,236 97,718 182,812 8,056 9,284 935,054 909,414

2022
No
366 days specific Total
0-30 31-90 91-365 to Over maturity contractual Carrying
days days days 5 years 5 years date outflow amount
$’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000
Liabilities
Repurchase agreements 33,706 26,480 7,496 2,359 - - 70,041 67,243
Owed to related parties - - - - - 662 662 662
Notes payable - - 16,833 207,684 6,436 - 230,953 210,768
Other liabilities 7,173 - 9,381 - - 5,216 21,770 21,770
Due to banks 420 - 100 - - - 520 520

2023 FINANCIALS
Due to customers 654,919 2,028 4,549 - - - 661,496 661,493
Deferred income - - - 9,319 - - 9,319 9,319
Preference shares - - - - - 1 1 1
Lease liabilities 19 58 273 1,053 276 - 1,679 1,679
Total financial liabilities 696,237 28,566 38,632 220,415 6,712 5,879 996,441 973,455

145
 87

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

37. Financial instruments - risk management (continued)

(c) Liquidity risk (continued):

(ii) Reconciliation of movements of notes payable to cash flow arising from financing
activities
2023 2022
Balance at April 1, 2022 210,768 134,845
Proceeds from borrowings 38,246 110,739
Repayment of borrowings ( 21,649) ( 34,596)
Effect of foreign exchange 988 ( 220)
Balance at March 31, 2023 228,352 210,768
(d) Market risk:
Market risk is the risk that the fair value or future cash flows of a financial instrument will
fluctuate as a result of changes in market prices, whether caused by factors specific to the
individual security or its issuer, or factors affecting all securities traded in the market.
These arise mainly from changes in interest rate, foreign currency rates and equity prices
and will affect the Group’s income or the value of its holdings of financial instruments.
Market risk is monitored by the Investment Management Committee which carries out
extensive research and monitors the price movement of financial assets on the local and
international markets. Market risk exposures are measured using sensitivity analysis.
Market risk is the risk that the fair value or future cash flows of a financial instrument will
fluctuate as a result of changes in market prices, whether caused by factors specific to the
individual security or its issuer, or factors affecting all securities traded in the market.
These arise mainly from changes in interest rate, foreign currency rates and equity prices
and will affect the Group’s income or the value of its holdings of financial instruments.
Market risk is monitored by the Investment Management Committee, which carries out
extensive research and monitors the price movement of financial assets on the local and
international markets.
Various events in the macroeconomic environment, caused significant market volatility
which increased the Group’s market risk exposure. The downgrading of credit ratings
and/or outlooks for investment securities has increased the cost of funding to manage
liquidity risk. The reposition of the financial assets portfolio across the Group has served to
significantly reduce the negative market risk impacts during the financial year.
(i) Foreign currency risk:
2023 FINANCIALS

Foreign currency risk is the risk that the market value of, or the cash flows from,
financial instruments will vary because of exchange rate fluctuations. The Group is
exposed to foreign currency risk due to fluctuations in exchange rates on transactions
and balances that are denominated in currencies other than the functional currency.
The main currencies giving rise to this risk are the Jamaica dollar (JMD), Great
Britain Pound (GBP), Canadian Dollar (CAD), Euro (EUR) and the Australian Dollar
(AUD). The Group manages this risk by matching foreign currency assets with
foreign currency liabilities, to the extent practicable. The net foreign currency
exposure is kept to the targeted levels by buying or selling currencies at spot rates
when necessary to address imbalances.

146
 88

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

37. Financial instruments - risk management (continued)

(d) Market risk (continued):
(i) Foreign currency risk (continued):
At the reporting date, exposure to foreign currency risk was as follows:
2023
JMD USD EUR GBP CAD AUD Other
$’000 $’000 €’000 £’000 $’000 $’000 $’000
Assets
Cash and cash equivalents 578,070 - 3,856 6,046 4,448 6,688 5,619
Resale agreements 425,086 - - - - - -
Investment securities 3,856,738 - 13,822 7,486 - 533 175
Loans receivable 2,638,542 - - - - - -
Other 752,659 - 21 11 - 1 841
8,251,095 - 17,699 13,543 4,448 7,222 6,635
Liabilities
Owed to related parties 24,525 59 - - - - ( 4)
Repurchase agreements 4,537,813 - - 117 - - -
Notes payable 8,228,285 ( 53) - - - - -
Due to customers - - 18,542 14,309 4,287 7,242 5,637
Other 374,761 - - 8 - - 1,220
13,165,384 6 18,542 14,434 4,287 7,242 6,853
Net position ( 4,914,289) ( 6) ( 843) ( 891) 161 ( 20) ( 218)

2022
JMD EUR GBP CAD AUD Other
$’000 €’000 £’000 $’000 $’000 $’000
Assets
Cash and cash equivalents 270,734 7,251 17,700 3,435 9,286 4,652
Resale agreements 1,178,081 - - - - -
Investment securities 4,501,277 15,321 8,803 - 748 170
Loans receivable 2,513,641 - - - - -
Other 590,899 - 10 - - 1,020
9,054,632 22,572 26,513 3,435 10,034 5,842
Liabilities
Repurchase agreements 4,098,962 - 117 - - -
Notes payable 8,639,438 - - - - -
Due to customers - 23,143 26,773 3,279 10,056 4,649

2023 FINANCIALS
Other 128,101 2 - - - 1,362
12,866,501 23,145 26,890 3,279 10,056 6,011
Net position ( 3,811,869) ( 573) ( 377) 156 ( 22) ( 169)

Sensitivity to exchange rate movements:

The following indicates the sensitivity to changes in foreign currency exchange
rates of the Group’s profit and shareholders’ equity. It is computed by applying a
reasonably possible change in exchange rates to foreign currency denominated
monetary assets and liabilities as assessed by management at the reporting date.
The analysis assumes that all other variables, in particular interest rates, remain
constant.

147
 PROVEN GROUP LIMITED
(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN
Notes to INVESTMENTS
the Consolidated LIMITED
Financial Statements (Continued)
Notes to the
Year ended Consolidated
March 31, 2022 Financial Statements (continued)
Year ended March
(Presented 31, States
in United (Presented
2023 dollars, in United
except Statesstated)
as otherwise dollars, except as otherwise stated)

37. Financial instruments - risk management (continued)

(d) Market risk (continued):

(i) Foreign currency risk (continued):

Sensitivity to exchange rate movements (continued):

2023
% change in Effect % change in Effect
currency on currency on
rate profit rate profit
$’000 $’000
Currency:
JMD 1% Revaluation (330) 6% Devaluation 1,849
GBP 1% Revaluation ( 15) 6% Devaluation 53
CAD 1% Revaluation 5 6% Devaluation ( 16)
AUD 1% Revaluation - 6% Devaluation -
EUR 1% Revaluation ( 16) 6% Devaluation 56

2022
% change in Effect % change in Effect
currency on currency on
rate profit rate profit
$’000 $’000
Currency:
JMD 2% Revaluation ( 507) 8% Devaluation 1,839
GBP 2% Revaluation ( 6) 8% Devaluation 17
CAD 2% Revaluation 4 8% Devaluation ( 11)
AUD 2% Revaluation - 8% Devaluation -
EUR 2% Revaluation ( 11) 8% Devaluation 29

89
2023 FINANCIALS

148
 90

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

37. Financial instruments - risk management (continued)

(d) Market risk (continued):

(ii) Interest rate risk:

Interest rate risk is the risk that the value of a financial instrument will fluctuate due
to changes in market interest rates. The Group manages this risk by monitoring
interest rates daily. Even though there are no formally predetermined gap limits,
where possible and to the extent judged appropriate, the maturity profile of its
financial assets is matched by that of its financial liabilities; where gaps are
deliberately arranged, management expects that its monitoring will, on a timely
basis, identify the need to take appropriate action to close a gap if it becomes
necessary.

Floating rate instruments expose the Group to cash flow interest rate risk, whereas
fixed interest rate instruments expose the Group to fair value interest rate risk.

The Group's interest rate risk management policy requires it to manage interest rate
risk by maintaining an appropriate mix of fixed and variable rate instruments. The
policy also requires it to manage the maturities of interest-earning financial assets
and interest-bearing financial liabilities. The Investment Management Committee
sets limits on the level of mismatch of interest rate repricing that may be
undertaken, which is monitored daily by management and reported monthly to the
Committee.

The table below summarises exposure to interest rate risk. Included in the tables are
the carrying amounts of financial assets and financial liabilities, categorised by the
earlier of contractual repricing and maturity dates.
2023
Non-
0-30 31-90 91-365 366 days Over 5 interest
days days days to 5 years years sensitive Total
$’000 $’000 $’000 $’000 $’000 $’000 $’000
Assets
Cash and cash
equivalents 37,383 12,472 - 44 - 94,899 144,798
Resale agreements 5,913 ( 3,968) - 269 - 1,419 3,633
Investment
securities 12,055 22,274 96,940 176,342 69,037 2,032 378,680
Loans receivable 1,693 8,283 199,860 18,547 14,954 - 243,337
Other assets 6,844 - 6 - - 26,244 33,094
Total assets 63,888 39,061 296,806 195,202 83,991 124,594 803,542
Liabilities

2023 FINANCIALS
Repurchase
agreements 35,274 28,658 13,725 676 - - 78,333
Owed to related
parties - - - - - - -
Notes payable 19,247 5,974 58,997 95,156 48,978 - 228,352
Other liabilities - - 8,747 - 723 14,647 24,117
Deposits from other
banks - - 100 - - 3,587 3,687
Due to customers 168,235 66,608 68,756 5,822 6,417 252,847 568,685
Deferred income - - - 4,844 - - 4,844
Lease liabilities 31 80 264 905 115 - 1,395
Preference shares - - - - - 1 1
Total liabilities 222,787 101,320 150,589 107,403 56,233 271,082 909,414

149
 91

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

37. Financial instruments - risk management (continued)

(d) Market risk (continued):

(ii) Interest rate risk (continued):

2023
Non-
0-30 31-90 91-365 366 days Over 5 interest
days days days to 5 years years sensitive Total
$’000 $’000 $’000 $’000 $’000 $’000 $’000

Interest rate
sensitivity gap (158,899) ( 62,259) 146,217 87,799 27,758 (146,488) (105,872)
Cumulative
interest rate
sensitivity
gap (158,899) (221,158) ( 74,941) 12,858 40,616 (105,872) -

2022 *
Non-
0-30 31-90 91-365 366 days Over 5 interest
days days days to 5 years years sensitive Total
$’000 $’000 $’000 $’000 $’000 $’000 $’000
Assets
Cash and cash
equivalents 88,261 29,089 - 1,869 - 166,928 286,147
Resale agreements 5,586 908 - - - 1,743 8,237
Investment
securities 16,040 5,630 90,417 137,093 78,675 7,337 335,192
Loans receivable 5,827 3,050 179,843 15,904 2,752 - 207,376
Other assets 4,665 - 3 - - 18,295 22,963
Total assets 120,379 38,677 270,263 154,866 81,427 194,303 859,915
Liabilities
Repurchase
agreements 31,305 26,310 7,329 2,299 - - 67,243
Owed to related
parties - - - - - 662 662
Notes payable 28,394 - 6,754 127,493 48,127 - 210,768
Other liabilities 689 - 9,381 - 560 11,140 21,770
Deposits from other
banks - - 100 - - 420 520
Due to customers 233,295 20,572 53,308 9,033 1,696 343,589 661,493
Deferred income - - - 9,319 - - 9,319
Lease liabilities 29 78 243 1,053 276 - 1,679
Preference shares - - - - - 1 1
Total liabilities 293,712 46,960 77,115 149,197 50,659 355,812 973,455
.
Interest rate
2023 FINANCIALS

sensitivity gap (173,333) ( 8,283) 193,148 5,669 30,768 (161,509) (113,540)

Cumulative
interest rate
sensitivity gap (173,333) (181,616) 11,532 17,201 47,969 (113,540) -

*The 2022 table was restated to reclassify certain amounts that were due to customers from non-
interest sensitive to the 0-30 days bucket.

150
 92

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

37. Financial instruments - risk management (continued)

(d) Market risk (continued):

(ii) Interest rate risk (continued):

The table below summarises the effective interest rate by major currencies for
financial instruments at the reporting date.

2023 2022
JMD USD JMD USD
% % % %
Assets
Resale agreements 8.3 4.65 5.44 3.7
Investment securities 3.44 4.79 4.7 8.53
Loans receivable 8.14 4.19 9.66 7.15

Liabilities
Repurchase agreements 7.17 3.88 3.97 2.79
Notes payable 5.60 5.02 4.25 4.9
Preference shares 16.27 - 16.27 -

Sensitivity to interest rate movements

The following table indicates the sensitivity to interest rate movements in basis points
(bps) at the reporting date, on the Group's profit or loss and shareholders' equity.
The analysis assumes that all other variables, in particular foreign currency rates,
remain constant.

2023 2022

J$ interest rates Increase by 100 bps Increase by 300 bps

US$ interest rates Decrease by 50 bps Decrease by 50 bps

US$ interest rates Increase by 100 bps Increase by 150 bps

Decrease by 50 bps Decrease by 50 bps

2023 2022
Effect on Effect on Effect on Effect on
profit equity profit equity

2023 FINANCIALS
$’000 $’000 $’000 $’000
Direction of change in basis
points:
Increase in interest rates 1,591 1,098 (26) 326
Decrease in interest rates 109 (1,948) 4 (5,192)

151
 93

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

37. Financial instruments - risk management (continued)

(d) Market risk (continued):

(iii) Price risk:

Sensitivity to equity price movements

Equity price risk arises from equity securities held by the Group as part of its
investment portfolio. Management monitors the mix of debt and equity securities
in its investment portfolio based on market expectations. The primary goal of the
Group’s investment strategy is to maximize risk-adjusted investment returns.

The Group’s exposure to price risk is represented by the total carrying value of
equity investments on the statement of financial position of $1,401,000 (2022:
$5,669,000).

A 6% (2022: 5%) increase in stock prices at March 31, 2023 would have increased
profit by $84,000 (2022: $283,400); a 6% (2022: 5%) decrease in stock prices as at
the reporting date would result in a decrease in profit by $84,000 (2022: $283,400).

(e) Capital management:

The Group's objectives when managing capital, as it applies to the regulated subsidiaries,
are as follows:

(i) To comply with the capital requirements set by the Financial Services Commission
(“the FSC”) in Jamaica, Financial Services Regulatory Authority (“the FSRA”) in
St. Lucia and Cayman Islands Monetary Authority (“CIMA”) in Cayman Islands;

(ii) To safeguard the Group's ability to continue as a going concern so that it can
continue to provide returns for shareholders and benefits for other stakeholders; and

(iii) To maintain a strong capital base to support the development of its business.

Capital adequacy and the use of regulatory capital are monitored daily by management,
employing techniques based on the guidelines developed by the FSC, the FSRA and
CIMA. The required information is filed with the FSC on a monthly basis and with the
FSRA and CIMA on a quarterly basis.

The FSC requires each securities dealer to:

2023 FINANCIALS

(i) Hold the level of the regulatory capital at no less than 50% of Tier 1 Capital; and
(ii) Maintain a ratio of total regulatory capital to the risk-weighted assets at or above
10%.

152
 94

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

37. Financial instruments - risk management (continued)

(e) Capital management (continued):

The Jamaican subsidiary's regulatory capital is managed by its compliance officer and is
divided into two tiers:

 Tier 1 capital: issued and fully paid-up capital in the form of ordinary shares, retained
earnings and reserves; and
 Tier 2 capital: redeemable cumulative preference shares.

The risk-weighted assets are measured by means of stipulated weights applied to the risk-
based assets and other risk exposures as determined by the FSC.

St. Lucia regulator, (the FSRA) requires each bank or banking group to:

(i) hold the minimum level of the regulatory capital of $1,000,000, and
(ii) maintain a ratio of total regulatory capital to risk-weighted assets (the “Basel capital
ratio”) at or above the prescribed regulatory minimum and maintain a ratio of total
regulatory Tier 1 capital to risk-weighted assets (the “Basel capital adequacy ratio”)
at or above the prescribed regulatory minimum.

Investments in associates are deducted from Tier 1 and Tier 2 capital to arrive at the
regulatory capital.

The risk-weighted assets are measured by means of a hierarchy of five risk weights
classified according to the nature of and reflecting an estimate of credit, market and other
risks associated with each asset and counterparty, taking into account any eligible
collateral or guarantees.

The Cayman Islands regulator, (CIMA) requires each bank to :

(i) hold the minimum level regulatory capital of $400,000, and

(ii) maintain a ratio of total regulatory capital to risk-weighted assets at or above a
minimum of 15.00%.

 Tier 1 – share capital, retained earnings and reserves created by appropriations of

retained earnings, reduced by the carrying value of goodwill and investments in
associates.

2023 FINANCIALS
 Tier 2 – qualifying subordinated loans, collective loan impairment provisions and
unrealised gains that result from measuring equity instruments at fair value.

Risk-weighted assets are measured based on a hierarchy of five (5) risk weights taking
into consideration the nature and estimate of credit, market and other risks associated with
each asset and counterparty, adjusted for eligible collateral or guarantees. Similar
treatment is applied to off-balance sheet exposures

153
 95

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

37. Financial instruments - risk management (continued)

(e) Capital management (continued):

The table below summarises the composition of regulatory capital and the ratios of the
Company’s subsidiaries that are regulated by the FSC, the FSA and CIMA. These ratios were in
compliance with the requirements of the respective regulators throughout the year.
International
Proven Financial Planning BOSLIL Fidelity Bank
Wealth Limited Jamaica Limited Bank Ltd Cayman Ltd
2023 2022 2023 2022 2023 2022 2023 2022
$’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000
Tier 1 capital:
Ordinary shares 443 434 4,539 4,448 8,277 8,277 37,890 3,800
Retained earnings
and reserves 15,783 14,693 (3,283) (3,215) 24,470 19,977 21,800 21,798
Total qualifying
tier 1 capital 16,226 15,127 1,256 1,233 32,747 28,254 59,690 25,598

Tier 2 capital:
Unrealised losses - - - - ( 5,382) - - -
Redeemable preference
shares, being total
qualifying tier 2
capital 222 217 - - - - - -
Total regulatory capital 16,448 15,344 1,256 1,233 27,365 28,254 59,690 25,598
Total risk-weighted assets 97,077 79,716 1,127 1,080 167,464 181,099 331,245 162,277

The regulators require the subsidiaries to maintain certain specific ratios, as follows:
International
Proven Financial Planning BOSLIL Fidelity Bank
Wealth Limited Jamaica Limited Bank Ltd Cayman Ltd
2023 2022 2023 2022 2023 2022 2023 2022
$’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000

(i) Tier 1 capital to total

regulatory capital:
Minimum required 50.00% 50.00% 50.00% 50.00% - - - -
Actual 98.65% 98.58% 100.00% 100.00% - - - -

(ii) Regulatory capital to

total assets:
Minimum required 6.00% 6.00% 6.00% 6.00% - - - -
Actual 13.41% 14.70% 94.92% 96.07% - - - -
2023 FINANCIALS

(iii) Regulatory capital to

risk-weighted assets:
Minimum required 10.00% 10.00% 10.00% 10.00% - - 15.00% 15.00%
Actual 16.94% 19.21% 111.52% 114.20% - - 18.02% 15.77%

(iv) Basel capital ratio:

Minimum required - - 4.00% 4.00% - -
Actual - - - - 19.55% 15.79% - -

(v) Basel capital adequacy ratio:

Minimum required - - - - 8.50% 8.50% - -
Actual - - - - 16.34% 10.83% - -

154
 96

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

38. Financial instruments – fair values

(a) Definition and measurement of fair values

Fair value is the price that would be received to sell an asset or paid to transfer a liability
in an orderly transaction between market participants at the measurement date.

Where a quoted market price is available for an asset or liability, fair value is computed
using the quoted bid price at the reporting date, without any deduction for transaction
costs or other adjustments. Where a quoted market price is not available, fair value is
computed using alternative techniques, making use of observable data as far as possible.

Fair values are categorised into different levels in a three-level fair value hierarchy, based
on the degree to which the inputs used in the valuation techniques are observable. The
different levels in the hierarchy have been defined as follows:

Level 1 refers to financial assets and financial liabilities that are measured by reference to
published quotes in an active market. A financial instrument is regarded as quoted in an
active market if quoted prices are readily and regularly available from an exchange,
dealer, broker, industry group, pricing service or regulatory agency and those prices
represent actual and regularly occurring market transactions on an arm's length basis.

Level 2 refers to financial assets and financial liabilities that are measured using a
valuation technique based on assumptions that are supported by prices from observable
current market transactions, and for which pricing is obtained via pricing services, but
where prices have not been determined in an active market. This includes financial assets
with fair values based on broker quotes, investments in funds with fair values obtained via
fund managers, and assets that are valued using a model whereby the majority of
assumptions are market observable.

Level 3 refers to financial assets and financial liabilities that are measured using non-
market observable inputs. This means that fair values are determined in whole or in part
using a valuation technique (model) based on assumptions that are neither supported by
prices from observable current market transactions in the same instrument nor are based
on available market data.

2023 FINANCIALS
155
 97

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

38. Financial instruments – fair values (continued)

(b) Valuation techniques for investment securities classified as Level 2

Type Valuation techniques

Foreign currency forward contracts  Obtain last traded price of the forward on the
date of valuation, provided by the recognised
broker/dealer through which the forward contract
is obtained.
 Apply price to estimate fair value.

Government of Jamaica securities:

US$ Denominated Securities  Obtain bid price provided by a recognised
independent source, namely, Bloomberg.
 Apply price to estimate fair value.

J$ Denominated Securities  Obtain bid price provided by a recognised

industry source (which uses Jamaica-market
source indicative bids).
 Apply price to estimate fair value.

Global bonds  Obtain bid price provided by recognised

independent pricing source, namely, Bloomberg.
 Apply price to estimate fair value.

Mutual funds  Obtain prices quoted by unit trust managers.

 Apply price to estimate fair value.

Corporate bonds  Obtained bid price provided by recognised

independent pricing source, namely, Bloomberg.
 Apply price to estimate fair value.
Credit-linked notes  Obtain price based on the quoted price of the
underlying credit default swap which is derived
from Bloomberg on the valuation date, plus the
valuation of the underlying note.
 Apply price to estimate fair value.
2023 FINANCIALS

156
 98

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

38. Financial instruments – fair values (continued)

(c) Accounting classifications and fair values:

The following table shows the classification of financial assets and financial liabilities and
their carrying amounts.

Where the carrying amounts of financial assets and financial liabilities are measured at fair
value, their levels in the fair value hierarchy are also shown. The Group does not disclose
the fair values of cash and cash equivalents, loans receivable and notes payable because the
carrying amounts of these financial instruments are a reasonable approximation of their fair
values and are all considered to be within the level 2 of the fair value hierarchy.

2023
Carrying amount Fair value
Financial Financial
Amortised assets at assets at
cost FVOCI FVTPL Total Level 1 Level 2 Level 3 Total
$’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000

Quoted equities - - 1,401 1,401 1,401 - - 1,401

Global bonds 175,136 82,598 4,167 261,901 201,242 59,894 765 261,901
Government of
Jamaica securities - 40,050 - 40,050 - 40,050 - 40,050
Corporate bonds 42,138 13,969 - 56,107 - 56,107 - 56,107
Certificate of deposit - 1,163 - 1,163 - 1,163 - 1,163
Foreign sovereign debt - 10,328 - 10,328 - 10,328 - 10,328
Investments in unit trust - - 5,819 5,819 - 5,819 - 5,819
Private equity funds - - 453 453 - 453 - 453
Call/put options - - 1,458 1,458 - 1,458 - 1,458
217,274 148,108 13,298 378,680 202,643 175,272 765 378,680

2022
Carrying amount Fair value
Financial Financial
Amortised assets at assets at
cost FVOCI FVTPL Total Level 1 Level 2 Total
$’000 $’000 $’000 $’000 $’000 $’000 $’000

Quoted equities - - 5,669 5,669 5,669 - 5,669

Global bonds 56,029 159,631 9,787 225,447 153,226 56,343 209,569
Government of
Jamaica securities - 27,094 - 27,094 - 27,094 27,094

2023 FINANCIALS
Corporate bonds 49,277 8,579 - 57,856 - 57,856 57,856
Certificate of deposit - 2,326 - 2,326 - 2,326 2,326
Foreign sovereign debt - 7,902 - 7,902 - 7,902 7,902
Investments in unit trust - - 6,103 6,103 - 6,103 6,103
Private equity funds - - 443 443 - 443 443
Call/put options - - 2,352 2,352 - 2,352 2,352
105,306 205,532 24,354 335,192 158,895 160,419 319,314

157
 99

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

39. Restatement

The classification or presentation of some items in the statements of financial position, profit or
loss and other comprehensive income and cash flows were changed to achieve a more
appropriate presentation, as required by the applicable financial reporting framework.

(i) Statement of financial position:

(a) The carrying value for investment in associates have been adjusted as a result of
the restatements in the share of profits from associates [see (ii)(b) below].

(b) During the period the Group reclassified the pension fund asset to other assets as a
legal separate fund that exists solely to pay or fund employee benefits has not yet
been established. This restatement only affects the statement of financial position
as at March 31, 2022.

(ii) Statement of profit or loss and other comprehensive income:

(a) The Group previously presented certain direct production expenses as apart of
operating expense instead of cost of sales. The Group amended the presentation
of cost of sales to include expenses directly or indirectly attributable to the
production process. This restatement only affects the Statement of profit or loss
and other comprehensive income for the year ended March 31, 2022.

(b) During the period there has been restatements of profit from associates to achieve
a more appropriate presentation, as required by the applicable financial reporting
framework. These restatements related to loan origination fees being recognised in
profit or loss as the services were provided, however IFRS 9 requires these fees to
be added to the loans and amortised over the life of the loans. Additionally, there
was a restatement to correct the measurement of deferred tax and tax expense in
respect of unrealized investment gains. These restatements have resulted in an
adjustment to the share of profits from these associates in the prior periods.

(iii) Earnings and diluted earnings per stock unit

Earnings and diluted earnings per stock unit as at March 31, 2022 was reported as $1.65.
The restated earnings per stock unit for March 31, 2022 is $1.58

(iv) Statement of cash flows

(a) Changes in notes payable were shown net instead of gross as required by IAS 7.
2023 FINANCIALS

The statement of cash flows has been restated to show the gross amounts net of
foreign exchange adjustments.

(b) The statement of cash flows has been affected by the reclassification of dividends
received from associates, which was previously included in other assets under
cash flow from operating activities. This has now been presented as dividends
received from interest in associate under cash flow from investing activities.

(c) The Group has commenced the disclosure of the impact of foreign exchange
changes on its foreign cash and cash equivalent balances in accordance with IAS
7.

158
 100

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

39. Restatement (continued)

Statement of Financial Position

Group
April 1, 2021 As Previously
Adjustments As Restated
Reported
Notes $’000 $’000 $’000
Assets
Investment in associates (i)(a) 146,174 (1,007) 145,167
Others 528,368 - 528,368
Total Assets 674,542 (1,007) 673,535
Total liabilities 505,117 - 505,117

Retained earnings (ii)(a) 36,277 (1,007) 35,270

Others 125,404 - 125,404
161,681 (1,007) 160,674
Non-controlling interest 7,744 - 7,744
Total equity 169,425 (1,007) 168,418
674,542 (1,007) 673,535

Group
March 31, 2022 As Previously
Adjustments As Restated
Reported
Notes $’000 $’000 $’000
Assets
Investment in associates (i)(a) 140,512 (1,577) 138,935
Pension fund asset (i)(b) 709 ( 709) -
Trade and other assets (i)(b) 22,963 2,714 25,677
Others 977,591 - 977,591
Total Assets 1,141,775 428 1,142,203

Defined benefit obligation 912 2,005 2,917

Others 973,801 - 973,801
Total liabilities 974,713 2,005 976,718

Retained earnings (ii)(a) 43,126 (1,577) 41,549

Others 99,512 - 99,512
142,638 (1,577) 141,061
Non-controlling interest 24,424 - 24,424
Total equity 167,062 (1,577) 165,485
1,141,775 428 1,142,203

2023 FINANCIALS
159
 101

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

39. Restatement (continued)

Statement of Profit or Loss and Other Comprehensive Income

Group
As Previously
March 31, 2022 Adjustments As Restated
Reported
Notes $’000 $’000 $’000

Net Interest Income 5,081 - 5,081

Gross profit on manufacturing operations

Gross revenue (ii)(a) 53,694 - 53,694
Cost of sales (ii)(b) (37,901) (7,259) (45,160)
(ii)(b) 15,793 (7,259) 8,534
Other operating revenue 15,917 - 15,917
Operating revenue net 36,791 - 29,532

Other income 9,228 - 9,228

Operating expenses
Staff costs 14,918 (2,963) 11,955
Depreciation and amortisation 3,372 ( 264) 3,108
Impairment loss/(reversal) on financial instruments 1,216 - 1,216
Property expenses 34 - 34
Other operating expense 23,062 (4,032) 19,030
42,602 (7,259) 35,343
Operating profit 3,417 - 3,417
Preference share dividend ( 2,556) - ( 2,556)
Share of profit of associates 15,784 ( 570) 15,214

Taxation (ii)(c) ( 1,165) - ( 1,165)

Profit for the year 15,480 ( 570) 14,910
Other comprehensive loss (26,976) - (26,976)
Total comprehensive loss (11,496) ( 570) (12,066)
2023 FINANCIALS

160
 102

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Consolidated Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

39. Restatement (continued)

Statement of Cash flows

Group
As Previously
March 31, 2022 Adjustments As Restated
Reported
Notes $’000 $’000 $’000

Cash flows from operating activities

Profit for the year 15,480 ( 570) 14,910
Share of profits (15,784) 570 ( 15,214)
Other assets (iv)(b),(c) 3,986 ( 3,055) 931
Others 45,813 ( 127) 45,686
Net cash provided by operating activities 49,495 ( 3,182) 46,313

Cash flow from investing activities

Dividends received from equity accounted investees (iv)(b) - 2,083 2,083
Others 18,640 - 18,640
Net cash provided by investing activities 18,640 - 20,723

Cash flow from financing activities

Notes payable, net (iv)(a) 73,758 ( 73,758) -
Proceeds from notes payable (iv)(a) - 110,739 110,739
Repayment of notes payable (iv)(a) - ( 34,596) ( 34,596)
Others ( 7,605) 127 ( 7,478)
Net cash provided by financing activities 66,153 2,512 68,665

Net increase in cash and cash equivalents 134,288 1,413 135,701

Cash and cash equivalents at beginning of year 151,859 - 151,859
Effect of exchange rate fluctuations on cash
(iv)(c)
and cash equivalents - ( 1,413) ( 1,413)
Cash and cash equivalents at end of year 286,147 - 286,147

2023 FINANCIALS
161
Company
Financial
Statements

2023 ANNUAL REPORT

163
 KPMG
204 Johnsons Centre
No. 2 Bella Rosa Road
Gros Islet
Saint Lucia
Telephone (758) 453-2298
Email: ecinfo@kpmg.lc

INDEPENDENT AUDITORS’ REPORT

To the Members of
PROVEN GROUP LIMITED
(formerly PROVEN INVESTMENTS LIMITED)

Opinion

We have audited the separate financial statements of Proven Group Limited

(“the Company”) set out on pages 10 173toto57,
220, which
which comprise
comprise thethe separate
separate
statement of financial position as at March 31, 2023, the separate statements of
profit or loss and other comprehensive income, changes in equity and cash
flows for the year then ended, and notes, comprising significant accounting
policies and other explanatory information.

In our opinion, the accompanying separate financial statements present fairly, in

all material respects, the unconsolidated financial position of the Company as at
March 31, 2023, and its unconsolidated financial performance and its
unconsolidated cash flows for the year then ended in accordance with IFRS
Standards as issued by the International Accounting Standards Board (IFRS
Standards).

Basis for Opinion

We conducted our audit in accordance with International Standards on Auditing

(ISAs). Our responsibilities under those standards are further described in the
Auditors’ Responsibilities for the Audit of the Financial Statements section of
our report. We are independent of the Company in accordance with International
Ethics Standards Board for Accountants International Code of Ethics for
2023 FINANCIALS

Professional Accountants (including International Independence Standards)

(IESBA Code) together with the ethical requirements that are relevant to our
audit of the financial statements in Saint Lucia and we have fulfilled our other
ethical responsibilities in accordance with these requirements and the IESBA
Code. We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our opinion.

KPMG in Barbados and the Eastern Caribbean, a partnership registered in Barbados, Antigua and Barbuda, Saint Lucia and St. Vincent and the Grenadines, and a
member firm of the KPMG global organization of independent member firms affiliated with KPMG International Limited, a private English company limited by
guarantee.

164 KPMG in Barbados and the Eastern Caribbean, a partnership registered in Barbados, Antigua and Barbuda, Saint Lucia and St. Vincent and the Grenadines,
and a member firm of the KPMG global organization of independent member firms affiliated with KPMG International Limited, a private English company
limited by guarantee.
Page 2

INDEPENDENT AUDITORS’ REPORT (CONTINUED)

To the Members of
PROVEN GROUP LIMITED
(formerly PROVEN INVESTMENTS LIMITED)

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of
most significance in our audit of the financial statements of the current period.
These matters were addressed in the context of our audit of the financial
statements as a whole, and in forming our opinion thereon, and we do not
provide a separate opinion on these matters.

1. Measurement of Expected Credit Losses

Key Audit Matter How the matter was addressed in our

audit

The determination of expected We performed the following

credit losses (‘ECL’) on financial procedures:
assets is highly subjective and  Obtained an understanding of the
requires management to make models used by management for
significant judgement and the calculation of expected credit
estimates. losses on financial assets.
The key areas requiring greater
management judgement include  Tested the design and
the identification of significant implementation of the control over
increases in credit risk (‘SICR’), management review of the
the determination of probability of expected credit losses.
default, loss given default,
exposure at default, management  Tested the completeness and
overlay and the application of accuracy of the data used in the
forward-looking information. models to the underlying accounting
Management considered the records on a sample basis.
following:
 Challenged management’s key
- qualitative factors that create
assumptions by involving our
changes to SICR.
financial risk modelling specialists to
- increased uncertainty about evaluate the appropriateness of the

2023 FINANCIALS
potential future economic Company’s impairment
scenarios and their impact on methodologies, including the criteria
credit losses. used to determine significant
increases in credit risk and
independently assessed the
assumptions for probability of
default, loss given default and
exposure at default.

165
 Page 3

INDEPENDENT AUDITORS’ REPORT (CONTINUED)

To the Members of
PROVEN GROUP LIMITED
(formerly PROVEN INVESTMENTS LIMITED)

Key Audit Matters (Continued)

1. Measurement of Expected Credit Losses (continued)

Key Audit Matter How the matter was addressed in our

audit

Significant management  Involved our financial risk modelling

judgement is used in determining specialists to evaluate the
the appropriate variables and appropriateness of the Company’s
assumptions used in the ECL methodologies for determining
calculations, which increases the management overlay and forward-
risk of a material misstatement. looking information, which included
evaluating the economic scenarios
Therefore, the impairment of used and the probability weightings
financial assets has a high degree applied to them.
of estimation uncertainty.
 Assessed the adequacy of the
See notes 3(d) and 22(b) of the disclosures of the key assumptions
financial statements. and judgements for compliance
with IFRS 9.

2. Impairment of investment in subsidiaries and associates

Key Audit Matter How the matter was addressed in our

audit

The carrying value of the We performed the following

Company's investments in procedures:
subsidiaries and associates may
not be recoverable due to • Evaluated whether there were
changes in the business and indicators of impairment of the
economic environment in which investments, considering the
the relevant entities operate. economic environment and
business performance of each
2023 FINANCIALS

These factors create inherent

uncertainty in forecasting and investee.
require significant judgement in • Tested the design and
estimating and discounting future implementation of the control over
cash flows that support the management review of impairment
assessment of recoverability. testing of the investment in
subsidiaries and in associates.

166
Page 4

INDEPENDENT AUDITORS’ REPORT (CONTINUED)

To the Members of
PROVEN GROUP LIMITED
(formerly PROVEN INVESTMENTS LIMITED)

Key Audit Matters (Continued)

2. Impairment of investment in subsidiaries and associates (continued)

Key Audit Matter How the matter was addressed in our

audit
• Tested the reasonableness of the
forecasts and discounted cash
flow calculations, including use of
our valuation specialists to
evaluate the assumptions and
methodologies used by
management and to test the
mathematical accuracy of the
computations.
• Compared the Company's
assumptions to externally derived
data as well as our own
assessments of key inputs, such
as economic factors, cost inflation
and discount rates, as well as
performing sensitivity analysis on
the assumptions.
• Compared the sum of the
discounted cash flows to each
investee’s market capitalisation,
where applicable and our
understanding of the market
conditions, to assess the
reasonableness of those
estimates.
• Compared the carrying values to

2023 FINANCIALS
the computed recoverable
amounts.
• Assessed the adequacy of the
Company's disclosures about the
key assumptions and the
sensitivity of the impairment
assessments to changes in key
assumptions.

167
 Page 5

INDEPENDENT AUDITORS’ REPORT (CONTINUED)

To the Members of
PROVEN GROUP LIMITED
(formerly PROVEN INVESTMENTS LIMITED)

Key Audit Matters (Continued)

3. Valuation of investment securities

Key Audit Matter How the matter was addressed in our

audit

The valuation of the Company’s We performed the following

investment securities requires procedures:
significant estimation, which is
impacted by uncertainty of market  Tested the design and
factors. The valuation of implementation of the control over
the Company’s investments management review of the
require significant estimation, as valuation of investment securities.
quoted prices are not available for
all these instruments. Valuation of  Involved our valuation specialists
these investments, although in challenging the valuation
based on observable inputs, methodologies and assumptions
involves the exercise of used by management to
judgement and the use of determine the fair value of
assumptions. investment securities. This
included independent
See notes 4 and 23 of the computations and comparison of
financial statements. the fair value of investment
securities.

 Reviewed management’s
assessment and considered
whether impairment is
appropriately considered and
reflected in the measurement of
investments.

 Assessed the adequacy of the

2023 FINANCIALS

Company's disclosures about fair

value measurements and the
sensitivity of the fair values to
changes in key assumptions.

168
Page 6

INDEPENDENT AUDITORS’ REPORT (CONTINUED)

To the Members of
PROVEN GROUP LIMITED
(formerly PROVEN INVESTMENTS LIMITED)

Other Information
Management is responsible for the other information. The other information
comprises the information included in the annual report but does not include the
financial statements and our auditors’ report thereon. The annual report is
expected to be made available to us after the date of this auditors’ report.

Our opinion on the financial statements does not cover the other information
and we will not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to

read the other information identified above when it becomes available and, in
doing so, consider whether the other information is materially inconsistent with
the financial statements or our knowledge obtained in the audit, or otherwise
appears to be materially misstated.

When we read the annual report, if we conclude that there is a material

misstatement therein, we are required to communicate the matter to those
charged with governance.

Responsibilities of Management and Those Charged with Governance for the

Financial Statements

Management is responsible for the preparation and fair presentation of the

financial statements in accordance with IFRS Standards, and for such internal
control as management determines is necessary to enable the preparation of
financial statements that are free from material misstatement, whether due to
fraud or error.

In preparing the financial statements, management is responsible for assessing

the Company’s ability to continue as a going concern, disclosing, as applicable,
matters related to going concern and using the going concern basis of

2023 FINANCIALS
accounting unless management either intends to liquidate the Company or to
cease operations, or has no realistic alternative but to do so.

Those charged with governance are responsible for overseeing the Company’s
financial reporting process.

169
 Page 7

INDEPENDENT AUDITORS’ REPORT (CONTINUED)

To the Members of
PROVEN GROUP LIMITED
(formerly PROVEN INVESTMENTS LIMITED)

Auditors’ Responsibilities for the Audit of the Financial Statements

Our objectives are to obtain reasonable assurance about whether the financial
statements as a whole are free from material misstatement, whether due to
fraud or error, and to issue an auditors’ report that includes our opinion.
Reasonable assurance is a high level of assurance but is not a guarantee that
an audit conducted in accordance with ISAs will always detect a material
misstatement when it exists. Misstatements can arise from fraud or error and
are considered material if, individually or in the aggregate, they could
reasonably be expected to influence the economic decisions of users taken on
the basis of these financial statements.

A further description of our responsibilities for the audit of the financial

statements is included in the Appendix to this auditors’ report. This
description, which is located at pages 171
8-9, to
forms
172, part
formsofpart
our of
auditors’ report.
our auditors’ report.

The engagement partner on the audit resulting in this independent auditors’

report is Lisa Brathwaite.

Chartered Accountants
Castries
Saint Lucia

August 2, 2023
2023 FINANCIALS

170
Page 8

INDEPENDENT AUDITORS’ REPORT (CONTINUED)

To the Members of
PROVEN GROUP LIMITED
(formerly PROVEN INVESTMENTS LIMITED)

Appendix to the Independent Auditors’ report

As part of an audit in accordance with ISAs, we exercise professional

judgment and maintain professional skepticism throughout the audit. We also:

 Identify and assess the risks of material misstatement of the financial

statements, whether due to fraud or error, design and perform audit
procedures responsive to those risks, and obtain audit evidence that is
sufficient and appropriate to provide a basis for our opinion. The risk of not
detecting a material misstatement resulting from fraud is higher than for one
resulting from error, as fraud may involve collusion, forgery, intentional
omissions, misrepresentations, or the override of internal control.

 Obtain an understanding of internal control relevant to the audit in order to

design audit procedures that are appropriate in the circumstances, but not
for the purpose of expressing an opinion on the effectiveness of the
Company’s internal control.

 Evaluate the appropriateness of accounting policies used and the

reasonableness of accounting estimates and related disclosures made by
management.

 Conclude on the appropriateness of management’s use of the going concern

basis of accounting and, based on the audit evidence obtained, whether a
material uncertainty exists related to events or conditions that may cast
significant doubt on the Company’s ability to continue as a going concern. If
we conclude that a material uncertainty exists, we are required to draw
attention in our auditors’ report to the related disclosures in the financial
statements or, if such disclosures are inadequate, to modify our opinion. Our
conclusions are based on the audit evidence obtained up to the date of our
auditors’ report. However, future events or conditions may cause the
Company to cease to continue as a going concern.

2023 FINANCIALS
 Evaluate the overall presentation, structure and content of the financial
statements, including the disclosures, and whether the financial statements
represent the underlying transactions and events in a manner that achieves
fair presentation.

171
 Page 9

INDEPENDENT AUDITORS’ REPORT (CONTINUED)

To the Members of
PROVEN GROUP LIMITED
(formerly PROVEN INVESTMENTS LIMITED)

Appendix to the Independent Auditors’ report (continued)

We communicate with those charged with governance regarding, among other

matters, the planned scope and timing of the audit and significant audit findings,
including any significant deficiencies in internal control that we identify during
our audit.

We also provide those charged with governance with a statement that we have
complied with relevant ethical requirements regarding independence, and
communicate with them all relationships and other matters that may reasonably
be thought to bear on our independence, and where applicable, actions taken to
eliminate threats or safeguards applied.

From the matters communicated with those charged with governance, we

determine those matters that were of most significance in the audit of the
financial statements of the current period and are therefore the key audit
matters. We describe these matters in our auditors’ report unless law or
regulation precludes public disclosure about the matter or when, in extremely
rare circumstances, we determine that a matter should not be communicated in
our report because the adverse consequences of doing so would reasonably be
expected to outweigh the public interest benefits of such communication.
2023 FINANCIALS

172
PROVEN GROUP LIMITED PROVEN GROUP LIMITED
fformerlv
formerly PROVEN INVESTMENTS PROVEN INVESTMENTS LIMITEDi
LIMITED

Statement of Financial
Statement of FinancialPosition
Position I
As ofinMarch
As of March 31, 2023 (Presented United31.States
2023 dollars, except as otherwise stated)
(Presented in United States dollars, except as otherwise stated)

Notes 2023 2022

$'000 '• $'000
ASSET§
Cash and cash equivalents 3(b)(ii) 2,412 2,973
Resale agreements 3(b)(iii) 4,324 2,126
Investment securities 4 9,133 11,648
Loans receivable 5 14,418 29,826
Other assets 6 3,399 1,235
lnvestment in subsidiaries 7 215,214 194,767
Income tax recoverable 196 196
Investment in associates 8 4,698 4,968
Owed by subsidiaries 9 10.452 2,627
Total assets 264,2Mi 2�0.3�6
LIABIUTIES AND STOCKHOLDERS' EQUITY
Liabilities
Owed to related parties 9 215 2,825
Notes and loans payable 10 159,811 144,823
Other liabilities 1] 2,665 2,402
Pre�erence shares 12 1 1
Total liabilities 162,692 150,051

Stockholders' equity
Share capital 13 125,961 115,754
Fair value reserve 14 ( 974) ( 477)
Accumulated deficit ( 23,433) ( 14,962)
Tota! stockholders' equity · 101,554 100,315
Total liabilities and stockholders' equity �6�.�� ,so.J6�

The financial statements on pages 10

173toto57 were
220 wereapproved
approvedforforissue
issuebybythe
theBoard
Boardof
of Directors
Directors on
on
July 31, 2023 and signed on its behalf by:

__-_,_t_�
_02 ______ Director

2023 FINANCIALS
Jeffrey Gellineau

The accompanying notes fo1m an integral part of the financial statements.

173
 11
PROVEN GROUP LIMITED
PROVEN GROUP LIMITED (formerly PROVEN INVESTMENTS LIMITED)
formerly PROVEN INVESTMENTS LIMITED

Statement of Profit or Loss and Other

Statement of Profit or Loss and Other Comprehensive Income
Year ended March 31, 2023
Comprehensive Income (Presented in United States dollars, except as otherwise stated)
Year ended March 31, 2023 (Presented in United States dollars, except as otherwise stated)

Notes 2023 2022

$’000 $’000

Net interest expense and other revenue

Interest income, computed using the effective
interest method 15 1,973 2,541
Interest expense 15 (6,386) (3,900)
(4,413) (1,359)
Dividends 3,221 4,521
Net fair value adjustments and realised (losses)/gains 16 ( 899) 97
Net foreign exchange gain 9 246
Loss on disposal of investment in associate 8(i) - ( 91)
Operating (loss)/revenue, net of interest expense (2,082) 3,414
Other income 908 914
Total (1,174) 4,328
Operating expenses
Staff costs 17 140 115
Impairment reversal on loans and other assets ( 41) ( 67)
Impairment loss/(reversal) on investments 3 ( 8)
Other operating expenses 18 4,755 7,454
Total 4,857 7,494
Operating loss (6,031) (3,166)

Preference share dividend 20(f) - (2,556)

Loss for the year (6,031) (5,722)

Other comprehensive loss

Items that are or may be reclassified to profit or loss:
Realised gains on debt securities at FVOCI
reclassified to profit or loss - 190
Unrealised losses on debt securities at FVOCI ( 497) ( 706)
Total other comprehensive loss ( 497) ( 516)
Total comprehensive loss for the year (6,528) (6,238)
2023 FINANCIALS

174
The accompanying notes form an integral part of the financial statements.
 12
PROVEN GROUP LIMITED
PROVEN
formerly PROVEN INVESTMENTS GROUP LIMITED
LIMITED
(formerly PROVEN INVESTMENTS LIMITED)
Statement of Changes in Equity
(Presented
Year ended March 31, 2023Statement in UnitedinStates
of Changes Equitydollars, except as otherwise stated)
Year ended March 31, 2023
Presented in United States dollars, except as otherwise stated)

Fair
Share value Accumulated
capital reserve deficit Total
$’000 $’000 $’000 $’000
(note 13) (note 14)

Balances at March 31, 2021 115,754 39 ( 3,085) 112,708

Total comprehensive income for 2021
Loss for the year - - ( 5,722) ( 5,722)
Other comprehensive loss for the year
Unrealised losses on debt securities at
FVOCI - ( 706) - ( 706)
Realised gains on securities at FVOCI - 190 - 190
Other comprehensive loss - ( 516) - ( 516)
Total comprehensive loss for the year - ( 516) ( 5,722) ( 6,238)
Transactions with owners recorded directly
in equity
Dividends to equity holders (note 21) - - ( 6,155) ( 6,155)
Balances at March 31, 2022 115,754 ( 477) (14,962) 100,315
Total comprehensive income for 2022
Loss for the year - - ( 6,031) ( 6,031)
Other comprehensive income for the year
Unrealised losses on securities at FVOCI
being other comprehensive income - ( 497) - ( 497)
Total comprehensive loss for the year - ( 497) ( 6,031) ( 6,528)
Transactions with owners recorded directly
in equity
Issue of ordinary shares [note 13(a)] 10,207 - - 10,207
Dividends to equity holders (note 21) - - ( 2,440) ( 2,440)
Balances at March 31, 2023 125,961 ( 974) (23,433) 101,554

2023 FINANCIALS
175
The accompanying notes form an integral part of the financial statements.
 13

PROVEN GROUP LIMITED PROVEN GROUP LIMITED

(formerly
formerly PROVEN INVESTMENTS PROVEN INVESTMENTS LIMITED)
LIMITED

Statement ofStatement
Cashof Cash
Flows
Flows
(Presented
Year ended March 31, 2023Year in United
ended March States dollars, except as otherwise stated)
31, 2023
Presented in United States dollars, except as otherwise stated)

Notes 2023 2022

$’000 $’000
Cash flows from operating activities
Loss for the year ( 6,031) ( 5,722)
Adjustments for:
Interest income 15 ( 1,973) ( 2,541)
Interest expense 15 6,386 3,900
Dividend income ( 3,221) ( 4,521)
Impairment reversal on loans and other assets ( 41) ( 67)
Impairment loss/(reversal) on investments 3 ( 8)
Unrealised foreign exchange gain ( 9) ( 246)
( 4,886) ( 9,205)
Change in operating assets and liabilities
Acquisition of investment securities ( 1,000) (30,669)
Proceeds from disposal of investments securities 3,022 49,189
Loans receivable 14,702 ( 414)
Other assets ( 2,161) 1,961
Owed by subsidiaries ( 7,825) ( 2,078)
Other liabilities 359 1,105
Repurchase agreements ( 2,198) ( 2,541)
Owed to related party ( 2,610) 1,277
( 2,597) 8,625
Interest received 1,972 2,578
Dividend received 3,491 4,521
Interest paid ( 6,482) ( 4,129)
Income tax paid - 746
Net cash (used in)/provided by operating activities ( 3,616) 12,341

Cash flows from investing activities

Acquisition of interest in subsidiaries ( 9,493) (67,520)
Net cash used in investing activities ( 9,493) (67,520)

Cash flows from financing activities

Repayment of notes payable (15,476) (31,942)
Proceeds from issue of notes payable 30,464 89,260
Dividends paid 21,22 ( 2,440) ( 6,155)
Net cash provided by financing activities 12,548 51,163
2023 FINANCIALS

Net decrease in cash and cash equivalents ( 561) ( 4,016)

Cash and cash equivalents at beginning of year 2,973 6,989
Cash and cash equivalents at end of year 2,412 2,973

176 The accompanying notes form an integral part of the financial statements.
 14

PROVEN GROUP LIMITED

PROVEN GROUP LIMITED (formerly PROVEN INVESTMENTS LIMITED)
formerly PROVEN INVESTMENTS LIMITED

Notes to the Financial Statements

Notes to the Financial Statements (Continued)
Year ended March 31, 2023
Year ended March 31, 2023 (Presented in United States dollars, except as otherwise stated)
(Presented in United States dollars, except as otherwise stated)

1. Identification
During the year, the Board of Directors of PROVEN Investments Limited (‘the Company’)
passed a resolution to effect a change of the name of the Company from ‘PROVEN Investments
Limited’ to ‘PROVEN Group Limited’.
Proven Group Limited (“the Company”) is incorporated and domiciled in Saint Lucia under the
International Business Companies Act, with registered office at 20 Micoud Street, Castries, Saint
Lucia. The Company is controlled by MPS Holdings Limited by virtue of the rights associated
with the manager’s preference shares (see note 12). The Company’s shares are listed on the
Jamaica Stock Exchange.
The primary activities of the Company are the holding of tradable securities for investment
purposes and holding equity in investees.
Proven Management Limited (PML), a Jamaican limited liability company, is responsible for
managing the operations of the Company including identifying analysing and negotiating
potential investments and monetising the performance of these investments. Management fees
are paid to PML at a rate of 2% of the average Net Asset Value of the Company, together with
general consumption tax, if applicable, for services provided [see note 20 (c)].
During the financial year, the Company embarked on a restructuring and rebranding exercise.
This led to the incorporation of two new subsidiaries, along with the renaming of several entities,
with the Proven brand (see note 7).
The Company has the following subsidiaries and associated companies:
Country of Percentage
Subsidiaries incorporation Nature of Business ownership
2023 2022
Proven Bank Holding Limited Cayman Holding company 100 -
Proven Bank (Cayman) Limited (formerly Cayman Islands Retail Banking Services 100 100
Fidelity Bank Cayman Limited) (see note 7)
Proven Properties (Cayman) Limited Cayman Islands Real estate investment 100 100
(formerly Real Properties Limited)
WBR Properties Limited Cayman Islands Real estate investment 50.5 50.5
Proven Bank (St. Lucia) Limited (formerly Saint Lucia Private Banking 100 100
Boslil Bank Limited)
Proven International Holdings Limited Saint Lucia Holding company 100 75
(formerly Boslil International
Holdings Limited)
Proven Bond Fund Limited (formerly Saint Lucia Structured finance services 100 100
Boslil Bond Fund Limited) investment management
Proven Equity Fund Limited Saint Lucia Private mutual fund 100 100
(formerly Boslil Fund Limited)
Proven Secretarial Services (formerly Saint Lucia Private secretarial services 100 100

2023 FINANCIALS
Boslil Secretarial Services)
Proven Corporate Services Limited Saint Lucia Registered agent services 100 100
(formerly Boslil Corporate Services
Limited)
Proven Finance Limited (formerly Saint Lucia Structured finance services 100 100
Boslil Finance Limited) investment management
Proven Sudamenco S.A. (formerly Uruguay Market research translation 100 100
Boslil Sudamenco S.A) and business development
services
Proven Investments Holding Limited St. Lucia Holding company 100 -
Heritage Education Funds International Inc. Canada Scholarship Trust plans 100 100

177
 15

PROVEN GROUP LIMITED

PROVEN GROUP LIMITED (formerly PROVEN INVESTMENTS LIMITED)
formerly PROVEN INVESTMENTS LIMITED
Notes to the Financial
Notes to the Consolidated Financial Statements (Continued) (continued)
Statements
Year ended March 31, 2023
Year ended March 31, 2023 (Presented in United States dollars, except as otherwise stated)
(Presented in United States dollars, except as otherwise stated)

1. Identification (continued)

The Company has the following subsidiaries and associated companies (continued):

Country of Percentage
Subsidiaries incorporation Nature of Business ownership
2023 2022
Proven Wealth Limited Jamaica Fund management, investment
advisory services, pension fund
management and money market
and equity trading 100 100
International Financial Planning Jamaica
Limited Jamaica Fund management 100 100
Proven Wealth (Cayman Limited) (formerly Cayman Islands
International Financial Planning (Cayman
Limited): Investment advisory services 100 100
Proven Wealth Cayman Ltd Cayman
(formerly IFP Cayman Ltd) Investment advisory services 100 100
Proven Wealth BVI Limited (formerly IFP BVI
BVI Limited) Investment advisory services 100 100
Proven Wealth Bermuda Limited (formerly Bermuda Investment advisory services 100
IFP Bermuda Limited) 100
Asset Management Company
Limited Jamaica Hire purchase financing 100 100
Proven | Properties Limited: Saint Lucia Real estate investment 100 100
Real 53 NPW Limited Saint Lucia Real estate investment 100 100
Proven Kingsway Limited Saint Lucia Real estate investment 100 100
Real Millsborough Limited Saint Lucia Real estate investment 100 100
Real Bloomfield Limited Saint Lucia Real estate investment 100 100
Real PP Limited Saint Lucia Real estate investment 100 100
GIAU A1 Saint Lucia Real estate investment 100 100
Real PP2 Limited Saint Lucia Real estate investment 100 100
Real Braemar Saint Lucia Real estate investment 100 100
Real Milford Saint Lucia Real estate investment 100 100
Real West Kings Saint Lucia Real estate investment 100 100
Real Gladstone Limited Saint Lucia Real estate investment 60 60
SKILLEX Jamaica Real estate investment 60 60
Grove Park Limited Saint Lucia Real estate investment 52 52
Omega Bay Cayman Real estate investment 40 40
Proven Properties Cayman Limited Cayman Real estate investment 100 -
Real Logistics Limited Jamaica Real eatate investment 100 -
GIAU B8 Jamaica Real estate investmen 100 -
GIAU B10 Jamaica Real estate investmentt 100 -
Proven Properties Jamaica Limited (formerly Jamaica Management services 100 100
Proven Reit Limited)
Proven Holdings Limited Saint Lucia Holding company 100 100
Roberts Manufacturing Company Limited Barbados Production and distribution of
(see note 7) animal feed 50.5 50.5
Pinnacle Feeds Limited Barbados Production and distribution of 60 60
2023 FINANCIALS

animal feed

Associate companies
JMMB Group Limited Jamaica Investment management and 20 20
banking services
Access Financial Services Limited (note 8) Jamaica Retail lending 24.72 24.72

178
 16

PROVEN GROUP LIMITED

PROVEN GROUP LIMITED (formerly PROVEN INVESTMENTS LIMITED)
formerly PROVEN INVESTMENTS LIMITED
Notes to the Financial
Notes to the Consolidated Financial Statements (Continued) (continued)
Statements
Year ended March 31, 2023
Year ended March 31, 2023 (Presented in United States dollars, except as otherwise stated)
(Presented in United States dollars, except as otherwise stated)

2. Statement of compliance and basis of preparation

(a) Statement of compliance

These financial statements have been prepared in accordance with International Financial
Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board.

New and amended standards that became effective during the year:

Certain new and amended standards came into effect during the current financial year.
The Company has assessed them and has adopted those which are relevant to its financial
statements. None of these new pronouncements resulted in any significant change to the
amounts recognised or disclosed in the financial statements.

New and amended standards that are not yet effective:

At the date of authorisation of these financial statements, certain new and amended
standards have been issued which were not effective for the current year and which the
Company has not early-adopted. The Company has assessed them with respect to its
operations and has determined that the following are relevant:

(i) Amendments to IAS 1 Presentation of Financial Statements are effective for annual
periods beginning on or after January 1, 2023 and may be applied earlier. The
amendments help companies provide useful accounting policy disclosures.

The key amendments to IAS 1 include:

 requiring companies to disclose their material accounting policies rather than

their significant accounting policies;
 clarifying that accounting policies related to immaterial transactions, other
events or conditions are themselves immaterial and as such need not be
disclosed; and
 clarifying that not all accounting policies that relate to material transactions,
other events or conditions are themselves material to a company’s financial
statements.

The amendments are consistent with the refined definition of material:

“Accounting policy information is material if, when considered together with other
information included in an entity’s financial statements, it can reasonably be

2023 FINANCIALS
expected to influence decisions that the primary users of general purpose financial
statements make on the basis of those financial statements”.

The Company does not expect the amendment to have a significant impact on its
2024 financial statements.

(ii) Amendments to IAS 1 Presentation of Financial Statements, will apply

retrospectively for annual reporting periods beginning on or after January 1, 2023.
The amendments promote consistency in application and clarify the requirements on
determining if a liability is current or non-current.

179
 17

PROVEN GROUP LIMITED

PROVEN GROUP LIMITED (formerly PROVEN INVESTMENTS LIMITED)
formerly PROVEN INVESTMENTS LIMITED
Notes to the Financial
Notes to the Consolidated Financial Statements (Continued) (continued)
Statements
Year ended March 31, 2023
Year ended March 31, 2023 (Presented in United States dollars, except as otherwise stated)
(Presented in United States dollars, except as otherwise stated)

2. Statement of compliance and basis of preparation (continued)

(a) Statement of compliance (continued):
New and amended standards that are not yet effective (continued):
(ii) (Continued)
Under existing IAS 1 requirements, entities classify a liability as current when they
do not have an unconditional right to defer settlement of the liability for at least
twelve months after the end of the reporting period. As part of its amendments, the
requirement for a right to be unconditional has been removed and instead, the
standard requires that a right to defer settlement must have substance and exist at the
reporting date.
It has now been clarified that a right to defer exists only if the entity complies with
conditions specified in a loan agreement at the reporting date, even if the lender
does not test compliance until a later date. With the amendments, convertible
instruments may become current. In light of this, the amendments clarify how a
reporting entity classifies a liability that includes a counterparty conversion option,
which could be recognised as either equity or a liability separately from the liability
component under IAS 32. Generally, if a liability has any conversion options that
involve a transfer of the company’s own equity instruments, these would affect its
classification as current or non-current. It has now been clarified that a company can
ignore only those conversion options that are recognised as equity when classifying
liabilities as current or non-current.
The Company does not expect the amendment to have a significant impact on its
2024 financial statements.
(iii) Amendments to IAS 8 Accounting Policies, Changes in Accounting Estimates and
Errors are effective for periods beginning on or after January 1, 2023, with early
adoption permitted. The amendments introduce a new definition for accounting
estimates: clarifying that they are monetary amounts in the financial statements that
are subject to measurement uncertainty.
The amendments also clarify the relationship between accounting policies and
accounting estimates by specifying that a company develops an accounting estimate
to achieve the objective set out by an accounting policy.
Developing an accounting estimate includes both:
 selecting a measurement technique (estimation or valuation technique) – e.g. an
estimation technique used to measure a loss allowance for expected credit losses
2023 FINANCIALS

when applying IFRS 9 Financial Instruments; and

 choosing the inputs to be used when applying the chosen measurement
technique – e.g. the expected cash outflows for determining a provision for
warranty obligations when applying IAS 37 Provisions, Contingent Liabilities
and Contingent Assets.
The effects of changes in such inputs or measurement techniques are changes in
accounting estimates.
The Company does not expect the amendment to have a significant impact on its
2023 financial statements.

180
 18

PROVEN GROUP LIMITED

PROVEN GROUP LIMITED (formerly PROVEN INVESTMENTS LIMITED)
formerly PROVEN INVESTMENTS LIMITED
Notes to the Financial
Notes to the Consolidated Financial Statements (Continued) (continued)
Statements
Year ended March 31, 2023
Year ended March 31, 2023 (Presented in United States dollars, except as otherwise stated)
(Presented in United States dollars, except as otherwise stated)

2. Statement of compliance and basis of preparation (continued)

(b) Basis of measurement:
These financial statements are intended to show the affairs of the Company as a stand-
alone business. They are not intended to, and do not show the consolidated financial
position, results of operations and cash flows of the Company and its subsidiaries. The
Company’s interests in subsidiaries (note 7) are measured at cost less allowance for
impairment. Unless otherwise indicated, reference to “financial statements” herein are to
the unconsolidated financial statements.
The financial statements are prepared on the historical cost basis, except for the inclusion
of investment securities at fair value through other comprehensive income or at fair value
through profit or loss.
(c) Functional and presentation currency:
The financial statements are presented in United States dollars (USD), which is the
functional currency of the Company, rounded to the nearest thousand, unless otherwise
indicated.
(d) Estimates critical to reported amounts, and judgements made in applying accounting
policies:
The preparation of the financial statements in conformity with IFRS requires management
to make estimates, based on assumptions and judgements. Management also makes
judgements, other than those involving estimations, in the process of applying the
accounting policies. The estimates and judgements affect (1) the reported amounts of
assets, liabilities, contingent assets and contingent liabilities at the reporting date and the
income and expenses for the year then ended, and (2) the carrying amounts of assets and
liabilities in the next financial year.
The estimates, and the assumptions underlying them, as well as the judgements are
reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the
period in which the estimate is revised if the revision affects only that period, or in the
period of the revision and future periods if the revision affects both current and future
periods.
Estimates that can cause a significant adjustment to the carrying amounts of assets and
liabilities in the next financial year and judgements that have a significant effect on the
amounts recognised in the financial statements, include the following:
(i) Key sources of estimation uncertainty
(1) Impairment of financial assets:

2023 FINANCIALS
A number of significant judgements are required in applying the accounting
requirements for measuring expected credit loss (ECL), such as:
• Determining criteria for significant increases in credit risk;
• Choosing appropriate models and assumptions for the measurement of
ECL;
• Establishing the number and relative weightings of forward-looking
scenarios for each type of product/market and the associated ECL; and
• Establishing groups of similar financial assets for the purposes of
measuring ECL.

181
 19

PROVEN GROUP LIMITED

PROVEN GROUP LIMITED (formerly PROVEN INVESTMENTS LIMITED)
formerly PROVEN INVESTMENTS LIMITED
Notes to the Financial
Notes to the Consolidated Financial Statements (Continued) (continued)
Statements
Year ended March 31, 2023
Year ended March 31, 2023 (Presented in United States dollars, except as otherwise stated)
(Presented in United States dollars, except as otherwise stated)

2. Statement of compliance and basis of preparation (continued)

(d) Estimates critical to reported amounts, and judgements made in applying accounting
policies (continued):

(i) Key sources of estimation uncertainty (continued)

(1) Impairment of financial assets (continued):

Detailed information about the judgements and estimates made by the

Company in the above areas is set out in notes 3(d) and 22(b).

(2) Fair value of financial instruments

Fair values of financial assets and liabilities that are traded in active markets
are based on quoted market prices. In the absence of quoted market prices, the
fair value of a significant proportion of the Company’s financial assets are
determined using fair value models. Considerable judgment is required in
interpreting market data to arrive at estimates of fair values. Consequently, the
estimate arrived at may be significantly different from the actual price of the
instrument in arm’s length transaction. (See notes 4 and 23).

(ii) Critical judgements in applying the Company’s accounting policies

For the purpose of these financial statements, prepared in accordance with IFRS,
judgement refers to the informed identification and analysis of reasonable
alternatives, considering all relevant facts and circumstances, and the well-reasoned,
objective and unbiased choice of the alternative that is most consistent with the
agreed principles set out in IFRS.

Management is sometimes also required to make critical judgements in applying

accounting policies. These include the following judgements:

 Whether the criteria are met for classifying financial assets. For example, the
determination of whether a security may be classified as at “fair value through
profit or loss (FVTPL)”, “fair value through other comprehensive income
(FVOCI)” or “amortised cost” (note 4) or whether a security’s fair value may be
classified as ‘Level 1’ in the fair value hierarchy (note 23) requires judgement as
to whether a market is active. [see note 3(a)].
 In determining whether the Company has control or significant influence over an
2023 FINANCIALS

investee and how to account for that investee, management considers the
percentage of the investee’s share capital that it holds and makes judgements
about other relevant factors affecting control or significant influence over the
relevant activities of the investee [see notes 3(f), 3(g), 7 and 8].

182
 20

PROVEN GROUP LIMITED

PROVEN GROUP LIMITED (formerly PROVEN INVESTMENTS LIMITED)
formerly PROVEN INVESTMENTS LIMITED
Notes to the Financial
Notes to the Consolidated Financial Statements (Continued) (continued)
Statements
Year ended March 31, 2023
Year ended March 31, 2023 (Presented in United States dollars, except as otherwise stated)
(Presented in United States dollars, except as otherwise stated)

3. Significant accounting policies

(a) Financial instruments – Classification, recognition and de-recognition, and measurement

(i) Classification of financial assets

In applying IFRS 9, the Company classifies its financial assets in the following
measurement categories:
a. Fair value through profit or loss (FVTPL);
b. Fair value through other comprehensive income (FVOCI); or
c. Amortised cost.

The classification requirements for debt and equity instruments are described below:

Debt instruments

Debt instruments are those instruments that meet the definition of a financial liability
from the issuer’s perspective, such as loans, government and corporate bonds.

Classification and subsequent measurement of debt instruments depend on the

Company’s business model for managing the asset and the cash flow characteristics
of the asset.

Based on these factors, the Company classifies its debt instruments into one of the
following three measurement categories:

Amortised cost: Assets that are held for collection of contractual cash flows where
those cash flows represent solely payments of principal and interest (‘SPPI’), and
that are not designated at FVTPL. The carrying amount of these assets is adjusted by
any expected credit loss allowance recognised and measured as described at note
22(b). Interest income from these financial assets is included in ‘interest and similar
income’ using the effective interest method.

Fair value through other comprehensive income (FVOCI): Financial assets that are
held for collection of contractual cash flows and for selling the assets, where the
assets’ cash flows represent solely payments of principal and interest, and that are
not designated at FVTPL. On initial recognition of an equity investment that is not
held for trading, the Company may irrevocably elect, on an investment-by-
investment basis, to present subsequent changes in the investment’s fair value in
OCI.

2023 FINANCIALS
Fair value through profit or loss: Assets that do not meet the criteria for amortised
cost or FVOCI. A gain or loss on a debt investment that is subsequently measured at
fair value through profit or loss and is not part of a hedging relationship is recognised
in profit or loss within ‘Net fair value adjustments and realised gains’ in the period in
which it arises. Interest income from these financial assets is included in interest
income using the effective interest method.

183
 21

PROVEN GROUP LIMITED

PROVEN GROUP LIMITED (formerly PROVEN INVESTMENTS LIMITED)
formerly PROVEN INVESTMENTS LIMITED
Notes to the Financial
Notes to the Consolidated Financial Statements (Continued) (continued)
Statements
Year ended March 31, 2023
Year ended March 31, 2023 (Presented in United States dollars, except as otherwise stated)
(Presented in United States dollars, except as otherwise stated)

3. Significant accounting policies (continued)

(a) Financial instruments – Classification, recognition and de-recognition, and measurement

(continued)

(i) Classification of financial assets (continued)

The classification requirements for debt and equity instruments are described below
(continued):

Equity instruments

Equity instruments are instruments that meet the definition of equity from the
issuer’s perspective; that is, instruments that do not contain a contractual obligation
to pay and that evidence a residual interest in the issuer’s net assets.

The Company subsequently measures all equity investments at fair value through
profit or loss, except where management has elected, at initial recognition, to
irrevocably designate an equity investment at fair value through other comprehensive
income.

Gains and losses on equity investments at FVTPL are included in the ‘Net fair value
adjustments and realised gains’ caption in profit or loss.

Business model assessment

The business model reflects how the Company manages the assets in order to
generate cash flows. That is, whether the Company’s objective is solely to collect the
contractual cash flows from the assets or is to collect both the contractual cash flows
and cash flows arising from the sale of assets. If neither of these is applicable (e.g.
financial assets are held for trading purposes), then the financial assets are classified
as part of ‘other’ business model and measured at FVTPL.

Factors considered by the Company in determining the business model for a group of
assets include:
1. Past experience on how the cash flows for these assets were collected;
2. How the assets’ performance is evaluated and reported to key management
personnel;
3. How risks are assessed and managed; and
2023 FINANCIALS

4. How managers are compensated.

For example, securities held for trading are held principally for the purpose of selling
in the near term or are part of a portfolio of financial instruments that are managed
together and for which there is evidence of a recent actual pattern of short-term
profit-taking. These securities are classified in the ‘other’ business model and
measured at FVTPL.

Solely payments of principal and interest (SPPI): Where the business model is to
hold assets to collect contractual cash flows or to collect contractual cash flows and
sell, the Company assesses whether the financial instruments’ cash flows represent
solely payments of principal and interest (the ‘SPPI test’).
184
 22

PROVEN GROUP LIMITED

PROVEN GROUP LIMITED (formerly PROVEN INVESTMENTS LIMITED)
formerly PROVEN INVESTMENTS LIMITED
Notes to the Financial
Notes to the Consolidated Financial Statements (Continued) (continued)
Statements
Year ended March 31, 2023
Year ended March 31, 2023 (Presented in United States dollars, except as otherwise stated)
(Presented in United States dollars, except as otherwise stated)

3. Significant accounting policies (continued)

(a) Financial instruments – Classification, recognition and de-recognition, and measurement

(i) Classification of financial assets (continued)

Business model assessment (continued)

In making this assessment, the Company considers whether the contractual cash
flows are consistent with a basic lending arrangement, i.e., interest includes only
consideration for the time value of money, credit risk, other basic lending risks and a
profit margin that is consistent with a basic lending arrangement.

Where the contractual terms introduce exposure to risk or volatility that are
inconsistent with a basic lending arrangement, the related financial asset is classified
and measured at fair value through profit or loss. Financial assets with embedded
derivatives are considered in their entirety when determining whether their cash
flows are solely payments of principal and interest.

The Company reclassifies debt investments when and only when its business model
for managing those assets changes. The reclassification takes place from the start of
the first reporting period following the change. Such changes are expected to be very
infrequent and none occurred during the period.

(ii) Recognition and derecognition - non-derivative financial assets and financial

liabilities

The Company recognises a financial instrument when it becomes a party to the

contractual terms of the instrument.

The Company initially recognises loans and receivables and debt securities on the
date when they are originated. All other financial assets and financial liabilities are
initially recognised on the trade date.

The Company derecognises a financial asset when the contractual rights to the cash
flows from the asset expire, or it transfers the rights to receive the contractual cash
flows in a transaction in which substantially all of the risks and rewards of ownership
of the financial asset are transferred, or it neither transfers nor retains all or
substantially all the risks and rewards of ownership but does not retain control over
the transferred asset. Any interest in such derecognised financial assets that is created
or retained by the Company is recognised as a separate asset or liability.

2023 FINANCIALS
The Company derecognises a financial liability when its contractual obligations
expire or are discharged or cancelled.

(iii) Financial liabilities

The Company classifies non-derivative financial liabilities into the “other financial
liabilities” category. These are measured at amortised cost.

185
 23

PROVEN GROUP LIMITED

PROVEN GROUP LIMITED (formerly PROVEN INVESTMENTS LIMITED)
formerly PROVEN INVESTMENTS LIMITED
Notes to the Financial
Notes to the Consolidated Financial Statements (Continued) (continued)
Statements
Year ended March 31, 2023
Year ended March 31, 2023 (Presented in United States dollars, except as otherwise stated)
(Presented in United States dollars, except as otherwise stated)

3. Significant accounting policies (continued)

(a) Financial instruments – Classification, recognition and de-recognition, and measurement

(continued)

(iv) Measurement of gains and losses on financial assets

For debt securities measured at FVOCI, gains and losses are recognised in OCI,
except for the following, which are recognised in profit or loss in the same manner as
for financial assets measured at amortised cost:
- interest income using the effective interest method;
- ECL charges and reversals; and
- foreign exchange gains and losses.

When a debt security measured at FVOCI is derecognised, the cumulative gain or

loss previously recognised in OCI is reclassified from equity to profit or loss.

Gains and losses on equity instruments classified at FVOCI are never reclassified to
profit or loss and no impairment is recognised in profit or loss. Dividends are
recognised in profit or loss unless they clearly represent a recovery of part of the cost
of the investment, in which case they are recognised in OCI. Cumulative gains and
losses recognised in OCI are transferred to retained earnings on disposal of an
investment. However, any difference between the carrying value and the amount
realised on sale is recognised in profit or loss.
(b) Financial instruments - Other

(i) Non-trading derivatives

Derivatives are financial instruments that derive their value from the price of the
underlying items such as equities, interest rates, foreign exchange, or other indices.
Derivatives enable users to increase, reduce or alter exposure to credit or market
risk. The Company makes use of derivatives to manage its own exposure to foreign
exchange and interest rate risk.

The Company evaluates financial instruments which it acquires or issues to

determine whether derivatives are embedded in any of the contracts (making it a
“host contract”). The Group accounts for an embedded derivative separately from
the host contract when (i) the host contract is not itself carried at fair value through
profit or loss, (ii) the terms of the embedded derivative would meet the definition of
a derivative if they were contained in a separate contract, and (iii) the economic
characteristics and risks of the embedded derivative are not closely related to the
2023 FINANCIALS

economic characteristics and risks of the host contract.

Separated embedded derivatives are accounted for depending on their classification
and are presented in the statement of financial position together with the host
contract. When an embedded derivative cannot be separated from the host contract,
the entire contract is designated as at fair value through profit or loss.

When a derivative is not held for trading, and is not designated in a qualifying hedge
relationship, all changes in its fair value are recognised immediately in profit or loss
as a component of net income from other financial instruments at fair value through
profit or loss.

186
 24

PROVEN GROUP LIMITED

PROVEN GROUP LIMITED (formerly PROVEN INVESTMENTS LIMITED)
formerly PROVEN INVESTMENTS LIMITED
Notes to the Financial
Notes to the Consolidated Financial Statements (Continued) (continued)
Statements
Year ended March 31, 2023
Year ended March 31, 2023 (Presented in United States dollars, except as otherwise stated)
(Presented in United States dollars, except as otherwise stated)

3. Significant accounting policies (continued)

(b) Financial instruments – Other (continued)

(ii) Cash and cash equivalents

Cash comprises cash in hand and call deposits. Cash equivalents are short-term,
highly liquid financial assets that are readily convertible to known amounts of cash,
are subject to an insignificant risk of changes in value, and are held for the purpose
of meeting short-term cash commitments, rather than for investment or other
purposes. These include certificates of deposit where the maturities do not exceed
three months from the date of acquisition.

Cash and cash equivalents are measured at amortised cost.

(iii) Resale agreements

Resale agreements are accounted for as short-term collateralised lending, and are
classified as at amortised cost. On initial recognition they are measured at fair value.
Subsequent to initial recognition they are measured at amortised cost. The difference
between the purchase cost and the resale consideration is recognised in profit or loss
as interest income using the effective interest method.

At the reporting date, the fair value of the securities held as collateral for resale
agreements was $3,332,000 (2022: $1,715,000 ).

(iv) Other assets

Other assets are measured at amortised cost less impairment losses.

(v) Other liabilities

Other liabilities are measured at amortised cost.

(vi) Share capital

The Company classifies capital instruments as financial liabilities or equity

instruments in accordance with the substance of the contractual terms of the
instrument.

In the case of preference share capital, it is classified as:

2023 FINANCIALS
(1) equity if it is non-redeemable, or redeemable only at the Company’s option,
and any dividends are discretionary, in which case, dividends thereon are
recognised as distributions within equity;
(2) liability if it is redeemable on a specific date or at the option of the holders, or
if dividends are not discretionary, in which case, dividends thereon are
recognised as interest in profit or loss.

Incremental costs directly attributable to the issue of equity instruments are deducted
from the initial measurement of the equity instruments.

187
 25

PROVEN GROUP LIMITED

PROVEN GROUP LIMITED (formerly PROVEN INVESTMENTS LIMITED)
formerly PROVEN INVESTMENTS LIMITED
Notes to the Financial
Notes to the Consolidated Financial Statements (Continued) (continued)
Statements
Year ended March 31, 2023
Year ended March 31, 2023 (Presented in United States dollars, except as otherwise stated)
(Presented in United States dollars, except as otherwise stated)

3. Significant accounting policies (continued)

(b) Financial instruments – Other (continued)

(vii) Loans receivable

Loans receivable are measured at amortised cost less impairment allowances, see
note 3(d).

(viii) Accounts payable

Accounts payable are measured at amortised cost.

(ix) Interest-bearing borrowings

Interest-bearing borrowings are recognised initially at fair value less attributable

transaction costs.

Subsequent to initial recognition, interest-bearing borrowings are measured at

amortised cost, with any difference between cost and redemption being recognised in
profit or loss over the period of the borrowings on the effective interest basis.

(x) Offsetting

Financial assets and liabilities are offset and the net amount presented in the
statement of financial position only when the Company has a legal right to set off the
recognised amounts and intends to settle on a net basis or to realise the assets and
settle the liabilities simultaneously.

(xi) Amortised cost

Amortised cost is calculated using the effective interest method. Premiums,

discounts, and initial transaction costs are included in the carrying amount of the
related instruments and amortised based on the effective interest rates.

(c) Income tax

Income tax is recognised in profit or loss except to the extent that it relates to items
recognised directly in equity or other comprehensive income, in which case, it is
recognised accordingly.

Current income tax is the expected tax payable on the taxable income for the period, using
2023 FINANCIALS

tax rates enacted at the reporting date, and any adjustment to income tax payable in respect
of previous years.

(d) Impairment of financial assets

The Company recognises loss allowances for expected credit losses (ECL) on financial
instruments measured at amortised cost and debt instruments at FVOCI. No impairment
loss is recognised on equity instruments which are measured at FVTPL.

188
 26

PROVEN GROUP LIMITED

PROVEN GROUP LIMITED (formerly PROVEN INVESTMENTS LIMITED)
formerly PROVEN INVESTMENTS LIMITED
Notes to the Financial
Notes to the Consolidated Financial Statements (Continued) (continued)
Statements
Year ended March 31, 2023
Year ended March 31, 2023 (Presented in United States dollars, except as otherwise stated)
(Presented in United States dollars, except as otherwise stated)

3. Significant accounting policies (continued)

(d) Impairment of financial assets (continued)

Framework

IFRS 9 outlines a ‘three-stage’ model for impairment based on changes in credit quality
since initial recognition as summarised below:
 A financial instrument that is not credit-impaired on initial recognition is classified in
‘Stage 1’ and has its credit risk continuously monitored by the Company.
 If a significant increase in credit risk (‘SICR’) since initial recognition is identified, the
financial instrument is moved to ‘Stage 2’ but is not yet deemed to be credit-impaired.
See below for a description of how the Company determines when a significant
increase in credit risk has occurred.
 A financial asset is credit impaired (‘Stage 3’) when one or more events that has a
detrimental impact on the estimated future cash flows of the financial asset have
occurred.
 Financial instruments in Stage 1 have their ECL measured at an amount equal to the
expected credit losses that result from default events possible within the next 12
months. Instruments in Stages 2 and 3 have their ECL measured based on expected
credit losses on a lifetime basis. See below and note 22(b) for a description of inputs,
assumptions and estimation techniques used in measuring the ECL.
 A pervasive concept in measuring ECL in accordance with IFRS 9 is that it should
consider forward-looking information. See note 22(b) for an explanation of how the
Company has incorporated this in its ECL models.
 Purchased or originated credit-impaired financial assets (POCI) are those financial
assets that are credit-impaired on initial recognition. Their ECL is always measured on
a lifetime basis (Stage 3).

Credit-impaired financial assets

At each reporting date, the Company assesses whether financial assets carried at amortised
cost and debt financial assets carried at FVOCI are credit-impaired (‘Stage 3’). Evidence
that a financial asset is credit-impaired includes the following observable data:
- significant financial difficulty of the borrower or issuer;
- a breach of contract such as a default or past due event;

2023 FINANCIALS
- the restructuring of a loan or advance by the Company on terms that it would not
consider otherwise;
- it is becoming probable that the borrower will enter bankruptcy or other financial
reorganisation; or
- the disappearance of an active market for a security because of financial difficulties.
- In addition, a loan that is overdue for 90 days or more is considered credit-impaired
even when the regulatory definition of default is different.

189
 27

PROVEN GROUP LIMITED

PROVEN GROUP LIMITED (formerly PROVEN INVESTMENTS LIMITED)
formerly PROVEN INVESTMENTS LIMITED
Notes to the Financial
Notes to the Consolidated Financial Statements (Continued) (continued)
Statements
Year ended March 31, 2023
Year ended March 31, 2023 (Presented in United States dollars, except as otherwise stated)
(Presented in United States dollars, except as otherwise stated)

3. Significant accounting policies (continued)

(d) Impairment of financial assets

In making an assessment of whether an investment in sovereign debt is credit-impaired, the

Company considers the following factors:
- The market’s assessment of creditworthiness as reflected in the bond yields.
- The rating agencies’ assessments of creditworthiness.
- The country’s ability to access the capital markets for new debt issuance.
- The probability of the debt being restructured, resulting in holders suffering losses
through voluntary or mandatory debt forgiveness.
- The international support mechanisms in place to provide the necessary support as
‘lender of last resort’ to that country, as well as the intention, reflected in public
statements, of governments and agencies to use those mechanisms. This includes an
assessment of the depth of those mechanisms and, irrespective of the political intent,
whether there is the capacity to fulfil the required criteria.

Restructured financial assets

If the terms of a financial asset are renegotiated or modified or an existing financial asset is
replaced with a new one due to financial difficulties of the borrower, then an assessment is
made of whether the financial asset should be derecognised and ECL are measured as
follows:
- If the expected restructuring will not result in derecognition of the existing asset, then
the expected cash flows arising from the modified financial asset are included in
calculating the cash shortfalls from the existing asset for the determination of ECL.
- If the expected restructuring will result in derecognition of the existing asset, then the
expected fair value of the new asset is treated as the final cash flow from the existing
financial asset at the time of its derecognition. This amount is included in calculating
the cash shortfalls from the existing financial asset that are discounted from the
expected date of derecognition to the reporting date using the original effective
interest rate of the existing financial asset.

Incorporation of forward-looking information

The assessment of SICR and the calculation of ECL both incorporate forward-looking
information. The Company has performed historical analysis and identified the key
2023 FINANCIALS

economic variables impacting credit risk and expected credit losses for each portfolio.

Measurement of ECL

The Company measures loss allowances at an amount equal to lifetime ECL, except for
debt investment securities with low credit risk at the reporting date and certain financial
assets on which credit risk has not increased significantly, which are measured as 12-
month ECL. The ECL is determined by projecting the probability of default (PD), loss
given default (LGD) and exposure default (EAD) for each future month and for each
individual exposure.

190
 28

PROVEN GROUP LIMITED

PROVEN GROUP LIMITED (formerly PROVEN INVESTMENTS LIMITED)
formerly PROVEN INVESTMENTS LIMITED
Notes to the Financial
Notes to the Consolidated Financial Statements (Continued) (continued)
Statements
Year ended March 31, 2023
Year ended March 31, 2023 (Presented in United States dollars, except as otherwise stated)
(Presented in United States dollars, except as otherwise stated)

3. Significant accounting policies (continued)

(d) Impairment of financial assets (continued)

Measurement of ECL (continued)

These three components are multiplied together and adjusted for the likelihood of survival
(i.e., the exposure has not prepaid or defaulted in an earlier month). This effectively
calculates an ECL for each future month, which is then discounted back to the reporting
date and summed.

The discount rate used in the ECL calculation is the original effective interest rate or an
approximation thereof.

The lifetime PD is developed by applying a maturity profile to the current 12-month PD.
The maturity profile looks at how defaults develop on a portfolio from the point of initial
recognition throughout the lifetime of the loans. The maturity profile is based on historical
observed data and is assumed to be the same across all assets within a portfolio and credit
grade band. This is supported by historical analysis.

ECL is a probability-weighted estimate of credit losses, measured as follows:

- financial assets that are not credit-impaired at the reporting date: as the present value
of all cash shortfalls (i.e. the difference between the cash flows due to the entity in
accordance with the contract and the cash flows that the Company expects to receive);
- financial assets that are credit-impaired at the reporting date: as the difference between
the gross carrying amount and the present value of estimated future cash flows;
- undrawn loan commitments: as the present value of the difference between the
contractual cash flows that are due to the Company if the commitment is drawn and
the cash flows that the Company expects to receive;

Allowances for ECL are presented in the statement of financial position as follows:

- financial assets measured at amortised cost: as a deduction from the gross carrying
amount of the assets.
- debt instruments measured at FVOCI: no loss allowance is recognised in the statement
of financial position because the carrying amount of these assets is their fair value.
However, the loss is recognised in profit or loss as a reclassification from OCI.

(e) Impairment of non-financial assets

2023 FINANCIALS
The carrying amounts of the Company’s non-financial assets are reviewed at each
reporting date to determine whether there is any indication of impairment. If any such
indication exists, the asset’s recoverable amount is estimated. An impairment loss is
recognised whenever the carrying amount of an asset, or group of operating assets, exceeds
its recoverable amount. Impairment losses are recognised in profit or loss.

(f) Investment in subsidiaries

Subsidiaries are all entities controlled by the Company. The Company controls an entity
when it is exposed to, or has rights to, variable returns from its involvement with the
investee and has the ability to affect those returns through its power over the relevant
activities of the investee. 191
 29

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

3. Significant accounting policies (continued)

(f) Investment in subsidiaries (continued)

Investment in subsidiaries is measured in the financial statements of the Company at cost,

less impairment losses, if any.

(g) Business combination under common control

When a common control transaction is effected through the acquisition of assets and
liabilities constituting a business under IFRS 3 Business Combinations (from an entity
under common control) rather than by acquiring shares in that business, then the Company
accounts for business combination under common control using the book value method. In
applying book value accounting, the transaction is recognised as a distribution or
contribution from a transaction with shareholders. The relevant book value is the carrying
amount of the investee in the separate financial statements of the transferor.

(h) Investments in associates

Associates are those entities in which the Company has significant influence, but not
control or joint control, over the relevant financial and operating policies. Interest in
associates are measured at cost, less allowance for impairment.

(i) Revenue recognition

Revenue comprises interest income, dividend income, and gains from holding and trading
securities and property sales.

(i) Interest income

Interest income is calculated by applying the effective interest rate to the gross
carrying amount of financial assets, except for:
 Purchased or originated credit-impaired (POCI) financial assets, for which the
original credit-adjusted effective interest rate is applied to the amortised cost
of the financial asset.
 Financial assets that are not ‘POCI’ but have subsequently become credit
impaired (or ‘stage 3’), for which interest revenue is calculated by applying the
effective interest rate to their amortised cost (i.e., net of the expected credit
loss allowance).
2023 FINANCIALS

(ii) Dividends

Dividend income is recognised when the right to receive income is established. For
quoted securities, this is usually the ex-dividend date.

(iii) Gains or losses on holding and trading securities

Gains or losses on securities trading are recognised when the Company becomes a
party to a contract to dispose of the securities, or, in the case of financial assets
measured at fair value, upon re-measurement of those assets.

192
 30

PROVEN GROUP LIMITED

PROVEN GROUP LIMITED (formerly PROVEN INVESTMENTS LIMITED)
formerly PROVEN INVESTMENTS LIMITED
Notes to the Financial
Notes to the Consolidated Financial Statements (Continued) (continued)
Statements
Year ended March 31, 2023
Year ended March 31, 2023 (Presented in United States dollars, except as otherwise stated)
(Presented in United States dollars, except as otherwise stated)

3. Significant accounting policies (continued)

(j) Interest expense

Interest expense is recognised in profit or loss using the effective interest method. The
effective interest rate is the rate that exactly discounts the estimated future cash payments
through the expected life of the financial liability to its carrying amount.

The effective interest rate is established on initial recognition of the financial liability and
not revised subsequently. Interest expense includes coupons paid on fixed rate liabilities
and accretion of discount or amortisation of premium on instruments issued at other than
par.

4. Investment securities
2023 2022
$’000 $’000

Financial assets at fair value through

profit or loss
Quoted equities 1,333 3,872
Unit Trust - 500
Private equity funds 453 443
1,786 4,815

Financial assets at fair value through

other comprehensive income
Global bonds 3,230 3,354
Corporate bonds 4,117 3,479
7,347 6,833
Total investment securities 9,133 11,648

As at March 31, 2023, $6,169,000 (2022: $6,185,000) of investment securities is expected to be

recovered after 12 months from the reporting date.

Investment securities are used as collateral for margin loan facilities provided by the Company’s
brokers [note 10(ii)]

2023 FINANCIALS
5. Loans receivable

2023 2022
$’000 $’000

Corporate notes 14,616 30,065

Less allowance for expected credit losses [see (b)] ( 198) ( 239)
14,418 29,826

193
 31

PROVEN GROUP LIMITED

PROVEN GROUP LIMITED (formerly PROVEN INVESTMENTS LIMITED)
formerly PROVEN INVESTMENTS LIMITED
Notes to the Financial
Notes to the Consolidated Financial Statements (Continued) (continued)
Statements
Year ended March 31, 2023
Year ended March 31, 2023 (Presented in United States dollars, except as otherwise stated)
(Presented in United States dollars, except as otherwise stated)

5. Loans receivable (continued)

(a) Loans receivable, net of allowance for expected credit losses, are due from the reporting
date as follows:

Within 3-12 1-5 Over

3 months months years 5 years Total
$’000 $’000 $’000 $’000 $’000
2023

Corporate notes 903 10,893 1,880 742 14,418

2022

Corporate notes 6,517 11,669 10,738 902 29,826

The movement on the expected credit losses is as follows:

2023 2022
$’000 $’000

Balance at the beginning of the year 239 306

Impairment allowances
reversed ( 41) ( 67)
Balance at the end of the year 198 239

6. Other assets

2023 2022
$’000 $’000

Interest receivable 293 292

Prepayments 63 482
Other 3,043 461
3,399 1,235
2023 FINANCIALS

194
 32

PROVEN GROUP LIMITED

PROVEN GROUP LIMITED (formerly PROVEN INVESTMENTS LIMITED)
formerly PROVEN INVESTMENTS LIMITED
Notes to the Financial
Notes to the Consolidated Financial Statements (Continued) (continued)
Statements
Year ended March 31, 2023
Year ended March 31, 2023 (Presented in United States dollars, except as otherwise stated)
(Presented in United States dollars, except as otherwise stated)

7. Investment in subsidiaries
2023 2022
$’000 $’000
Ordinary shares, at cost:
Proven Bank Holding Limited[see (v) below] 58,007 -
Proven Investments Holding Limited[see (v) below] 135,342 -
Proven Bank (Cayman) Limited [see (i) below] - 32,117
Roberts Manufacturing Company Limited [see (ii) below] 21,453 21,453
Heritage Education Funds International [see (iii) below] - 8,290
Proven Wealth Limited - 16,567
Proven Properties Limited - 23,848
Asset Management Company Limited 412 412
Proven Bank (St. Lucia) Limited - 11,935
International Financial Planning Jamaica Limited - 18,176
Proven Holdings Limited - 47,756
Proven Wealth (Cayman) Limited - 14,213
215,214 194,767
(i) Proven Bank (Cayman) Limited
Effective February 1, 2022, the Company acquired 3,800,000 common shares,
representing a 100% interest in Proven Bank (Cayman) Limited (PBCL) from Fidelity
Bank & Trust International Limited for a consideration of $32,116,949. PBCL is
incorporated in the Cayman Islands. FBCL is licensed as a Category A Bank to carry on
banking business in the Cayman Islands, subject to certain restrictions contained in the
terms of the license. PBCL and its subsidiaries offer a full range of retail banking services,
including internet and telephone banking, acceptance of deposits, granting of loans and the
provision of foreign exchange services through each of its two (2) branches in Grand
Cayman.
(ii) Roberts Manufacturing Company Limited
Effective June 1, 2021, the Company acquired 5,806,495 common shares, representing a
50.5% interest in Roberts Manufacturing Company Limited (RMCL) from Massy
Properties (Barbados) Limited for a consideration of $21,452,500. The principal activities
of RMCL are the production and distribution of animal feed, dog food, margarine and
shortening, soybean meal and soybean oil.
(iii) Heritage Education Funds International Inc.
Effective October 1, 2021, the Company acquired 100 common shares, representing a
100% interest in Heritage Education Funds International Inc (HEFI) from Knowledge First

2023 FINANCIALS
Foundation for a consideration of $8,289,758. HEFI is the distributor of the Heritage
International Scholarship Trust Plan- Fund D and assists the Heritage International
Scholarship Trust Plan Foundation in administering the Plan. The Plan is currently
distributed in the Bahamas, Bermuda, Jamaica and the British Virgin Islands.
(iv) Proven Bank (St. Lucia) Limited (formerly Boslil Bank limited)
Effective October 7, 2022, PGL acquired the remaining 25% shares in Proven Bank St.
Lucia Limited from a minority shareholder for US$10.9M by issuing additional PGL shares
of 42,300,000.
On November 7th, PGL Transfers 100% of Proven Bank St. Lucia Limited shares to
Proven Bank Cayman (formerly FidelityBank Limited) for valuable consideration.
195
 33

PROVEN GROUP LIMITED

PROVEN GROUP LIMITED (formerly PROVEN INVESTMENTS LIMITED)
formerly PROVEN INVESTMENTS LIMITED
Notes to the Financial
Notes to the Consolidated Financial Statements (Continued) (continued)
Statements
Year ended March 31, 2023
Year ended March 31, 2023 (Presented in United States dollars, except as otherwise stated)
(Presented in United States dollars, except as otherwise stated)

7. Investment in subsidiaries (continued)

(v) With the acquisition of Proven Bank (Cayman) Limited, regulatory approval was required
from the Regulator of the jurisdiction, the Cayman Islands Monetary Authority -CIMA
(“the Authority”) who stipulated as conditional of its approval of the transaction, that the
Banking entities within the Group should conform to consolidated supervision by the
Authority. This necessitated that Proven Bank (St. Lucia) Limited (formerly Boslil Bank)
Limited as a bank within the Group, must fall under its supervision.

This requirement of the Authority and the need to comply, initiated the reorganisation
process for separation of the banking and non-banking subsidiaries of PGL under two
separate Holding companies, Proven Investments Holdings Limited and Proven Bank
Holding Limited.

8. Investment in associate

2023 2022
$’000 $’000

Carrying amount of interest in associate:

Access Financial Services Limited [see (ii) below] 4,698 4,968
4,698 4,968

(i) Disposal of shares in Dream Entertainment Limited

Effective July 9, 2021, the Company disposed of its 20% interest in Dream Entertainment
Limited.
(ii) Interest in Access Financial Services Limited

The Company’s shareholdings in Access Financial Services Limited represents 24.72% of

that entity. Access Financial Services Limited is listed entity on the Jamaica Stock
Exchange. As at March 31, 2023, the fair value of the Company’s investment was
$11,525,000 (2022: $8,872,000).

9. Owed by/(to) related parties

2023 2022
$’000 $’000
2023 FINANCIALS

Owed by subsidiaries - current account 10,452 2,627

Owed to other related parties

Current accounts ( 215) ( 275)
Dividend payable - (2,550)
( 215) (2,825)

Current accounts for other related parties represent accrued management fees and amounts
payable to Proven Management Limited. These amounts are payable on demand without
interest.

196
 34

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

10. Notes and loans payable

2023 2022
$’000 $’000

Structured notes [see (i) below] 154,811 134,798

Short-term loan [see (ii) below] 5,000 10,025
159,811 144,823

(i) Structured notes represent short to medium-term debt obligations issued by the Company.
The notes are secured by a basket of securities and typically have fixed quarterly coupon
payments, with bullet payments of principal at maturity.

Short term loan represents credit line facility provided by Proven Bank (St. Lucia) Limited
(ii) to the Company. The facility has a fixed coupon rate of 5% to be paid at the maturity date,
September 12, 2023 (2022: 4.75% to be paid at the maturity date, January 26, 2023) [(note
20(e)].

11. Other liabilities

2023 2022
$’000 $’000

Interest payable 726 631

Accrued charges 350 383
Other 1,589 1,388
2,665 2,402

12. Preference shares

2023 2022
$'000 $'000

Liability:
Manager’s preference shares [see (a)] 1 1

(a) The terms and conditions of the manager’s preference shares include the following:

(i) the shares rank pari passu as between and among themselves;

2023 FINANCIALS
(ii) each share is entitled to a cumulative annual preference dividend equal to:
(1) 25% of the consolidated profits and gains of the Company in each financial
year in excess of the Annual Earnings Hurdle (computed in accordance with
the formula set out in the terms and conditions of issue) for such financial year,
divided by
(2) the number of manager’s preference shares in issue when the said cumulative
annual preference dividend is paid; and for this purpose the Annual Earnings
Hurdle shall be the amount which results when the hurdle rate is applied to the
average consolidated equity of the Group during such financial year.

197
 35

PROVEN GROUP LIMITED

PROVEN GROUP LIMITED (formerly PROVEN INVESTMENTS LIMITED)
formerly PROVEN INVESTMENTS LIMITED
Notes to the Financial
Notes to the Consolidated Financial Statements (Continued) (continued)
Statements
Year ended March 31, 2023
Year ended March 31, 2023 (Presented in United States dollars, except as otherwise stated)
(Presented in United States dollars, except as otherwise stated)

12. Preference shares (continued)

(a) The terms and conditions of the manager’s preference shares include the following
(continued):

(iii) Apart from the right to the cumulative annual preference dividend, the shares have
no economic rights or entitlements save for the right on a winding up to the
repayment of the capital paid thereon on a pari passu basis with the capital paid on
the ordinary stock units.

(iv) Each manager’s preference share has votes attaching to it that are a multiple of the
votes attaching to each ordinary stock unit on all resolutions and decisions at a
general meeting, such that the preference share votes will be at least equal to the
votes of the ordinary stock units, except on any resolution intended to vary the
formula for computing the dividend payable to the preference shareholders, in which
case, each manager’s preference share is entitled to one vote.

13. Share capital

2023 2022
$’000 $’000
Authorised:
2,999,990,000 Ordinary shares, par value US$0.01 each 29,999,900 29,999,900
10,000 Manager’s Preference Shares, par value US$0.01 each 100 100
300,000,000 8.25% Cumulative Redeemable
Preference Shares, par value US$0.01 each 3,000,000 3,000,000
700,000,000 cumulative redeemable
Preference share, par value US$0.01 each 7,000,000 7,000,000
40,000,000 40,000,000

2023 2022 2023 2022

Units Units $’000 $’000
Issued and fully paid:
Ordinary shares (a) 801,732,000 759,432,000 125,961 115,754
Manager’s Preference Shares (b) 10,000 10,000 1 1
125,962 115,755
Less: Preference shares classified as liability (see note 12) ( 1) ( 1)
2023 FINANCIALS

125,961 115,754

(a) On October 6, 2022, the Board of Directors passed a resolution for the agreement of sale and
transfer of shares for the purchase of the 25% non-controlling interest in Proven Bank (St.
Lucia) Limited (formerly Boslil Bank Limited). The Company settled its obligation to pay
the purchase price by the issue of 42,300,000 newly issued ordinary shares.

The holders of the ordinary shares are entitled to receive dividends from time to time and
are entitled to one vote per share at meetings of the Company.

(b) The rights and entitlements of the holders of the preference shares are set out in note 12.

198
 36

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
Notes to
formerly PROVEN INVESTMENTS the Financial Statements (Continued)
LIMITED
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

14. Fair value reserve

This represents the cumulative net unrealised gains and losses in fair value, net of taxation, on
the revaluation of FVOCI investment securities, and remains until the securities are derecognised
or impaired.

15. Net interest expense

2023 2022
$’000 $’000

Interest income, computed using the effective interest method:

GOJ benchmark investment notes 4 156
Regional and corporate bonds 360 301
Global bonds 194 229
Corporate note 1,275 1,774
Other 140 81
1,973 2,541

Interest expense, computed using the effective interest method:

Interest on margin loans - 2
Notes payable 3,374 2,880
Other 3,012 1,018
6,386 3,900
Net interest expense (4,413) (1,359)

16. Net fair value adjustments and realised gains

2023 2022
$’000 $’000

Unrealised fair value (losses)/gains on equity securities ( 899) 97

17. Staff costs

2023 2022
$’000 $’000

Directors’ fees [see note 20(d)] 140 115

2023 FINANCIALS
199
 37

PROVEN GROUP LIMITED

PROVEN GROUP LIMITED (formerly PROVEN INVESTMENTS LIMITED)
formerly PROVEN INVESTMENTS LIMITED
Notes to the Financial
Notes to the Consolidated Financial Statements (Continued) (continued)
Statements
Year ended March 31, 2023
Year ended March 31, 2023 (Presented in United States dollars, except as otherwise stated)
(Presented in United States dollars, except as otherwise stated)

18. Other operating expenses

2023 2022
$’000 $’000

Audit fees 248 167

Irrecoverable General Consumption Tax 88 149
Legal and other professional fees 825 2,835
Marketing and advertising 411 194
Miscellaneous 2 12
Management fees (note 20) 2,673 3,304
Irrecoverable income tax withheld 41 35
Commission expenses and fees 100 468
Printing and stationery 33 25
Travelling 138 69
Other operating expenses 196 196
4,755 7,454

19. Taxation

(a) Income tax is computed at 30% (2022: 1%) of taxable profit for the year as adjusted for tax
purposes, and is made up as follows:
2023 2022
$’000 $’000
Current tax charge:
Tax charge on current period’s profit - -

(b) Reconciliation of actual tax expense:

The tax rate for the company is 30% (2022: 1%) of profits. However, the Company made a
loss hence no taxes. The actual tax charge for the year is as follows:

2023 2022
$’000 $’000

Loss before taxation (6,031) (5,722)

Computed “expected” tax credit (1,810) ( 57)
Disallowed expense 646 49
2023 FINANCIALS

Tax free income (1,467) ( 65)

The effect of tax losses not recognised 2,631 73
- -

Deferred income tax assets have not been recognised for the tax losses carried forward as
management has determined that it is not probable that the assets will be realisable through
future taxable profits.

200
 38

PROVEN GROUP LIMITED

PROVEN GROUP LIMITED (formerly PROVEN INVESTMENTS LIMITED)
formerly PROVEN INVESTMENTS LIMITED
Notes to the Financial
Notes to the Consolidated Financial Statements (Continued) (continued)
Statements
Year ended March 31, 2023
Year ended March 31, 2023 (Presented in United States dollars, except as otherwise stated)
(Presented in United States dollars, except as otherwise stated)

20. Related party transactions

(a) Definition of related party

A related party is a person or entity that is related to the Company.

(i) A person or a close member of that person’s family is related to the Company if that
person:
(1) has control or joint control over the Company;
(2) has significant influence over the Company; or
(3) is a member of the key management personnel of the Company or of a parent
of the Company.
ii) An entity is related to the Company if any of the following conditions applies:
(1) The entity and the Company are members of the same group (which means that
each parent, subsidiary, and fellow subsidiary is related to the others).
(2) One entity is an associate or joint venture of the other entity (or an associate or
joint venture of a member of a group of which the other entity is a member).
(3) Both entities are joint ventures of the same third party.
(4) One entity is a joint venture of a third entity and the other entity is an associate
of the third entity.
(5) The entity is a post-employment benefit plan for the benefit of employees of
either the Company or an entity related to the Company.
(6) The entity is controlled, or jointly controlled by a person identified in (i).
(7) A person identified in (i)(1) has significant influence over the entity or is a
member of the key management personnel of the entity (or of a parent of the
entity).
(8) The entity, or any member of a group of companies of which it is a part,
provides key management personnel services to the Company or the parent of
the Company.
A related party transaction is a transfer of resources, services or obligations between the
Company and a related party, regardless of whether a price is charged.
(b) Identity of related parties
The Company has related party relationships with its subsidiaries and associates and with its
directors and executive officers and those of its subsidiaries and associates.

2023 FINANCIALS
(c) The Company has engaged a related party, Proven Management Limited to provide
investment management services in relation to financial instruments held in a number of
funds, and the business and operations of the Company, for a fee. The fee is charged at 2%
of the Consolidated Average Net Asset Value in the financial year [see note 20(f)]. This
entity is considered a related party as it is controlled by Directors of the Company.

2023 2022
$'000 $'000

Investment management fees paid for the year 2,449 3,029

Fees accrued at end of year 224 275
2,673 3,304
201
 39

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

20. Related party transactions (continued)

(d) Key management personnel are those persons having authority and responsibility for
planning, directing, and controlling the relevant activities of the Company, directly or
indirectly. Such persons comprise the directors and executive officers (see note 17).

(e) The statement of financial position includes balances, arising in the ordinary course of
business, with its directors and key management. These amounts are disclosed in note 9 and
10(ii).

(f) The statement of profit or loss and other comprehensive income includes the following
income earned from, and expenses incurred in, transactions with related parties as described
in note 1 and note 20 (c):

2023 2022
$'000 $'000

MPS Holdings Limited

Dividends paid - 2,556
Proven Management Limited
Management fees 2,673 3,304
Proven Bank (St. Lucia) Limited
Interest paid 374 630

21. Distribution to equity holders

2022 2022
$'000 $'000

Distribution to ordinary Stockholder per stock unit at 0.31¢ (2022: 0.81¢) 2,440 6,155

22. Financial instruments - risk management

(a) Introduction and overview:

By their nature, the Company’s activities are principally related to the use of financial
instruments. The Company’s activities therefore expose it to a variety of financial risks:
2023 FINANCIALS

credit risk, liquidity risk, market risk and other operational risk. Market risk includes
currency risk, interest rate risk and price risk. The Company's aim is therefore to achieve
an appropriate balance between risk and return and minimise potential adverse effects on
the Company's financial performance.

The Company's risk management policies are designed to identify and analyse these risks,
to set appropriate risk limits and controls, and to monitor the risks and adherence to limits
by means of reliable and up-to-date information systems. The Company regularly reviews
its risk management policies and systems to reflect changes in markets, products, and
emerging best practice.

202
 40

PROVEN GROUP LIMITED

PROVEN GROUP LIMITED (formerly PROVEN INVESTMENTS LIMITED)
formerly PROVEN INVESTMENTS LIMITED
Notes to the Financial
Notes to the Consolidated Financial Statements (Continued) (continued)
Statements
Year ended March 31, 2023
Year ended March 31, 2023 (Presented in United States dollars, except as otherwise stated)
(Presented in United States dollars, except as otherwise stated)

22. Financial instruments - risk management (continued)

(a) Introduction and overview (continued):

The Board of Directors is ultimately responsible for the establishment and oversight of the
Company's risk management framework. The Board has established committees for
managing and monitoring risks, as follows:

(i) Investment Management Committee

(ii) Audit Committee

The Investment Management Committee oversees management’s compliance with the

Company’s risk management policies and procedures and reviews the adequacy of the risk
management framework in relation to the risks faced by the Company.

The Company accepts investments from customers at both fixed and floating rates and for
various periods and seeks to earn above-average interest margins by investing these funds
in high quality assets.

The Company seeks to increase these margins by consolidating short-term funds and
investing for longer periods at higher rates while maintaining sufficient liquidity to meet
encashments as they fall due.

The Company also trades in financial instruments where it takes positions to take
advantage of short-term market movements in bond prices and in foreign exchange and
interest rates. To manage the associated risks, trading limits are placed on the level of
exposure that can be taken.

(b) Credit risk:

Management of credit risk attaching to key financial assets

Investment securities and loans receivable

The estimation of credit exposure for risk management purposes is complex and requires
the use of models, as the exposure varies with changes in market conditions, expected cash
flows and the passage of time. The assessment of credit risk of a portfolio of assets entails
further estimations as to the likelihood of defaults occurring, the associated loss ratios and
the default correlations between counterparties.

The Company uses ECL models developed by independent service providers to determine

2023 FINANCIALS
the ECL allowances for its investments and loans receivable. The models measure credit
risk using Probability of Default (PD), Exposure at Default (EAD) and Loss Given Default
(LGD). The Company uses a provision matrix in applying the simplified model for trade
receivables.

The maximum credit exposure, the total amount of loss the Company would suffer if every
counterparty to the Company’s financial assets were to default at once, is represented by
the carrying amount of financial assets exposed to credit risk.

203
 41

PROVEN GROUP LIMITED

PROVEN GROUP LIMITED (formerly PROVEN INVESTMENTS LIMITED)
formerly PROVEN INVESTMENTS LIMITED
Notes to the Financial
Notes to the Consolidated Financial Statements (Continued) (continued)
Statements
Year ended March 31, 2023
Year ended March 31, 2023 (Presented in United States dollars, except as otherwise stated)
(Presented in United States dollars, except as otherwise stated)

22. Financial instruments - risk management (continued)

(b) Credit risk (continued):

Management of credit risk attaching to key financial assets (continued)

The following table sets out information about the credit quality of financial assets
measured at amortised cost, FVOCI debt instruments. Unless specifically indicated, for
financial assets, the amounts in the table represent gross carrying amounts.

 Debt securities and other financial assets at amortised cost:

2023 2022
Stage 1 Stage 1
$’000 $’000
Credit grade
Cash and cash equivalents and resale agreements 6,736 5,099
Other assets 3,399 1,235
10,135 6,334
 Debt securities at FVOCI:
2023 2022
Stage 1 Stage 1
$’000 $’000
Credit grade
Non-investment 7,347 6,833
Expected credit losses ( 34) ( 31)

 Loans receivable at amortised cost:

2023
Stage 1 Stage 3 Total
$’000 $’000 $’000
Ageing of loans receivable
Current 14,528 - 14,528
Over 90 days - 88 88
14,528 88 14,616
Loss allowance ( 110) ( 88) ( 198)
Total 14,418 - 14,418
2023 FINANCIALS

2022
Stage 1 Stage 3 Total
$’000 $’000 $’000
Ageing of loans receivable
Current 29,977 - 29,977
Over 90 days - 88 88
29,977 88 30,065
Loss allowance ( 151) ( 88) ( 239)
Total 29,826 - 29,826

204
 42

PROVEN GROUP LIMITED

PROVEN GROUP LIMITED (formerly PROVEN INVESTMENTS LIMITED)
formerly PROVEN INVESTMENTS LIMITED
Notes to the Financial
Notes to the Consolidated Financial Statements (Continued) (continued)
Statements
Year ended March 31, 2023
Year ended March 31, 2023 (Presented in United States dollars, except as otherwise stated)
(Presented in United States dollars, except as otherwise stated)

22. Financial instruments - risk management (continued)

(b) Credit risk (continued):

Management of credit risk attaching to key financial assets (continued)

Investment securities and loans receivable (continued)

The key judgements and assumptions adopted by the Company in addressing the
requirements of IFRS 9 are discussed below:

Credit risk grades

The Company uses internal credit risk gradings that reflect its assessment of the probability
of default of individual counterparties and internal rating models tailored to the various
categories of counterparty.

Borrower and loan specific information collected at the time of application (such as
disposable income, and level of collateral for personal exposures; and turnover and industry
type for commercial exposures) is fed into this rating model. This is supplemented with
external data such as credit bureau scoring information on individual borrowers. In addition,
the models incorporate expert judgement from the Credit Risk Officers in determining the
final internal credit rating for each exposure. This allows for considerations which may not
be captured as part of the standard data inputs into the model.

For debt securities in the Treasury portfolio, external rating agency credit grades are used.
These published grades are monitored and regularly updated. The PD’s associated with
each grade are determined based on realised default rates over the prior 12 months, as
published by the rating agency.

The Company considers a debt investment security to have low credit risk when its credit
risk rating is equivalent to the globally understood definition of ‘investment grade’. The
Company does not apply the low credit risk exemption to any other financial instruments.

Determining whether credit risk has been increased significantly (Stage 2)

The Company uses three criteria for determining whether there has been a significant
increase in credit risk:
- quantitative test based on movement in Probabilities of Default (PD). Credit risk is
deemed to increase significantly where the probability of default on a security or a

2023 FINANCIALS
loan has moved by six (6) basis points.
- qualitative indicators; and
- a backstop of 30 days past due, determined by counting the number of days since the
earliest elapsed due date in respect of which full payment has not been received. Due
dates are determined without considering any grace period that might be available to
the borrower.

205
 43

PROVEN GROUP LIMITED

PROVEN GROUP LIMITED (formerly PROVEN INVESTMENTS LIMITED)
formerly PROVEN INVESTMENTS LIMITED
Notes to the Financial
Notes to the Consolidated Financial Statements (Continued) (continued)
Statements
Year ended March 31, 2023
Year ended March 31, 2023 (Presented in United States dollars, except as otherwise stated)
(Presented in United States dollars, except as otherwise stated)

22. Financial instruments - risk management (continued)

(b) Credit risk (continued):

Management of credit risk attaching to key financial assets (continued)

Investment securities and loans receivable (continued)

The key judgements and assumptions adopted by the Company in addressing the
requirements of IFRS 9 are discussed below (continued):

Determining whether credit risk has been increased significantly (Stage 2) (continued)

If there is evidence that there is no longer a significant increase in credit risk relative to
initial recognition, then the loss allowance on an instrument returns to being measured at
12-month ECL. Some qualitative indicators of an increase in credit risk, such as
delinquency or forbearance, may be indicative of an increased risk of default that persists
after the indicator itself has ceased to exist. In these cases, the Company determines a
probation period during which the financial asset is required to demonstrate evidence that
its credit risk has declined sufficiently. When contractual terms of a loan have been
modified, the Company monitors the instruments for up-to-date payment performance
against the modified contractual terms as evidence that the criteria for recognising lifetime
ECL are no longer met.

Incorporation of forward-looking information

These economic variables and their associated impact on the PD, EAD and LGD vary by
financial instrument.

Expert judgment has also been applied in this process. Forecasts of these economic
variables (the “base economic scenario”) are provided by the Company’s Finance team
and provide the best and worst estimate view of the economy.

The impact of these economic variables on the PD, EAD and LGD has been determined
by performing a trend analysis and comparing historical information with forecast macro-
economic data to determine whether the indicator describes a positive, negative or stable
trend and to understand the impact changes in these variables have had historically on
default rates and on the components of PD and LGD.

In addition to the base economic scenario, the Company considers other possible scenarios
and scenario weightings. The Company concluded that three scenarios appropriately
2023 FINANCIALS

captured non-linearities. The scenario weightings are determined by a combination of

statistical analysis and expert credit judgement, taking account of the range of possible
outcomes each chosen scenario is representative of.

206
 44

PROVEN GROUP LIMITED

PROVEN GROUP LIMITED (formerly PROVEN INVESTMENTS LIMITED)
formerly PROVEN INVESTMENTS LIMITED
Notes to the Financial
Notes to the Consolidated Financial Statements (Continued) (continued)
Statements
Year ended March 31, 2023
Year ended March 31, 2023 (Presented in United States dollars, except as otherwise stated)
(Presented in United States dollars, except as otherwise stated)

22. Financial instruments - risk management (continued)

(b) Credit risk (continued):

Management of credit risk attaching to key financial assets (continued)

Investment securities and loans receivable (continued)

Incorporation of forward-looking information (continued)

The economic scenarios used as at March 31, 2023 and 2022, the following key indicators
represents scores used to adjust the forward-looking information for Jamaica for the years
2024 to 2023:
2024 2023

Unemployment rates
Base 20% 18%
Upside 30% 29%
Downside 39% 38%
Interest rates
Base 31% 27%
Upside 31% 29%
Downside 19% 19%
GDP Growth
Base 27% 27%
Upside 21% 29%
Downside 24% 25%
Inflation rates
Base 21% 27%
Upside 17% 14%
Downside 19% 19%

As with any economic forecasts, the projections and likelihoods of occurrence are subject to
a high degree of inherent uncertainty and therefore the actual outcomes may be significantly
different to those projected. The Company considers these forecasts to represent its best
estimate of the possible outcomes and has analysed the non-linearities and asymmetries
within the Company’s different portfolios to establish that the chosen scenarios are
appropriately representative of the range of possible scenarios.

Each scenario considers the expected impact of interest rates, unemployment rates and
gross domestic product (GDP).

2023 FINANCIALS
Other forward-looking considerations not otherwise incorporated within the above
scenarios, such as the impact of any regulatory, legislative or political changes, have also
been considered, but are not deemed to have a material impact and therefore no adjustment
has been made to the ECL for such factors. This is reviewed and monitored for
appropriateness on a quarterly basis.

The assumptions underlying the ECL calculation - such as how the maturity profile of the
PDs and how collateral values change etc. - are monitored and reviewed on a quarterly
basis.

207
 45

PROVEN GROUP LIMITED

PROVEN GROUP LIMITED (formerly PROVEN INVESTMENTS LIMITED)
formerly PROVEN INVESTMENTS LIMITED
Notes to the Financial
Notes to the Consolidated Financial Statements (Continued) (continued)
Statements
Year ended March 31, 2023
Year ended March 31, 2023 (Presented in United States dollars, except as otherwise stated)
(Presented in United States dollars, except as otherwise stated)

22. Financial instruments - risk management (continued)

(b) Credit risk (continued):
Management of credit risk attaching to key financial assets (continued)
Investment securities and loans receivable (continued)
Measurement of ECL
The key inputs into the measurement of ECL are the term structure of the following:
Lifetime PD models calculate probabilities of default at a minimum of an annual frequency
for 20 years. Beyond 20 years, due to lack of available data and the challenge of
predicting PDs this far into the future, the model assumes that the 20 year annual marginal
PD holds constant from the 20 year mark until maturity.
LGD is the magnitude of the likely loss if there is a default. The recovery rate model
provides transparent, timely (point-in-time), quantitative estimates of recovery rates of
issues within different liability classes of a given counterparty.
The bond recovery rate model is based on historically realised recovery rates of defaulted
bonds. Realised recovery rates are defined as the trading price of defaulted bonds
approximately 30 days after default. Effectively, the model is a non-linear factor based
model. Historical recovery rate data was compared to a variety of factors in order to
determine correlations between these factors and the amount recovered (as defined above).
These correlations were then used to determine the coefficients in a non-linear factor
model which is used for projecting recovery rates and losses prospectively. The output
from this model can be used either on a stand-alone basis to estimate recovery by specific
liability class upon default, or as inputs to a more comprehensive portfolio credit risk
management system.
EAD represents the expected exposure in the event of a default. The Company uses an
established third party service provider to determine client-specific exposure at default
(“EAD”) amounts on a position-by position or lot-by-lot basis. In preparing the full
lifetime ECL calculation, the EAD is calculated at annual intervals from the reporting date
out to maturity. The reporting date, transaction date and transaction price are used to
calculate the accounting exposure at default. If not provided, an accounting effective
interest rate is calculated using the transaction date and price (see section below) and is
applied to the future cash flows of the particular instrument to discount these cash flows.
This is done on an annual basis from reporting date out to maturity.
Loss allowance
The following tables show reconciliations from the opening to the closing balance of the
2023 FINANCIALS

loss allowance by class of financial instrument.

 Debt securities and loans receivable at amortised cost:
2023
Stage 1 Stage 3
$’000 $’000
Balance at April 1 151 88
Re-measurement of loss allowance ( 41) -
Balance at March 31 110 88

208
 46

PROVEN GROUP LIMITED

PROVEN GROUP LIMITED (formerly PROVEN INVESTMENTS LIMITED)
formerly PROVEN INVESTMENTS LIMITED
Notes to the Financial
Notes to the Consolidated Financial Statements (Continued) (continued)
Statements
Year ended March 31, 2023
Year ended March 31, 2023 (Presented in United States dollars, except as otherwise stated)
(Presented in United States dollars, except as otherwise stated)

22. Financial instruments - risk management (continued)

(b) Credit risk (continued):

Management of credit risk attaching to key financial assets (continued)

Measurement of ECL (continued)

Loss allowance (continued)

 Debt securities and loans receivable at amortised cost (continued):

2022
Stage 1 Stage 3
$’000 $’000
Balance at April 1 218 88
Re-measurement of loss allowance ( 67) -
Balance at March 31 151 88

 Debt securities at FVOCI:

2023 2022
Stage 1 Stage 1
$’000 $’000
Balance at beginning of year 31 39
Loss allowance from disposal of securities - (13)
Loss allowance from acquisition of securities 3 5
Balance at March 31 34 31

(i) Maximum exposure to credit risk:

The maximum credit exposure, the total amount of loss the Company would suffer if
every counterparty to the Company’s financial assets were to default at once, is
represented by the carrying amount of financial assets exposed to credit risk.

The Company manages its credit risk exposure as follows:

 Cash and cash equivalents

2023 FINANCIALS
These are held with reputable, regulated financial institutions. Collateral is not
required for such accounts, as management regards the institutions as strong.

 Investment securities

The Company manages the level of risk it undertakes by investing substantially in

sovereign debts and counterparties with acceptable credit ratings.

 Accounts receivable

Exposure to credit risk is managed by regular analysis of the ability of the

customers and other counterparties to meet repayment obligations and regular
follow-ups.
209
 47

PROVEN GROUP LIMITED

PROVEN GROUP LIMITED (formerly PROVEN INVESTMENTS LIMITED)
formerly PROVEN INVESTMENTS LIMITED
Notes to the Financial
Notes to the Consolidated Financial Statements (Continued) (continued)
Statements
Year ended March 31, 2023
Year ended March 31, 2023 (Presented in United States dollars, except as otherwise stated)
(Presented in United States dollars, except as otherwise stated)

22. Financial instruments - risk management (continued)

(b) Credit risk (continued):
Management of credit risk attaching to key financial assets (continued)
Measurement of ECL (continued)
(i) Maximum exposure to credit risk (continued):
The Company manages its credit risk exposure as follows (continued):
 Loans receivable
The Company’s policy requires that proposed significant loans are approved by
the Investment Committee prior to disbursement, with the Committee thereafter
monitoring the performance of the credit.
(ii) Concentration of credit risk:
There is no significant concentration of credit risk.
(c) Liquidity risk:
Liquidity risk is the risk that the Company will encounter difficulty in meeting obligations
from its financial liabilities. Liquidity risk may result from an inability to sell a financial
asset quickly at, or close to, its fair value. The Company’s approach to managing liquidity
is to ensure, as far as possible, that it will have sufficient liquidity to meet its liabilities
when due under both normal and stressed conditions. Prudent liquidity risk management
procedures which the Company applies include maintaining sufficient cash and marketable
securities and monitoring future cash flows and liquidity on a daily basis.

The Company has implemented a Liquidity Risk Response Strategy (including stress
testing scenarios) within the Company with portfolios that possess the largest liquidity risk
implications.
(i) Liquidity risk management:
The Company's liquidity management process, as monitored by the Investment
Management Committee, includes:
(i) Monitoring future cash flows and liquidity on a daily basis. This incorporates
collateral which could be used to secure funding if required;
(ii) Maintaining a portfolio of highly marketable and diverse assets that can
readily be liquidated as protection against any unforeseen interruption to cash
2023 FINANCIALS

flows;
(iii) Optimising cash returns on investment including investments in
subsidiaries where dividend income is expected to be received;
(iv) Monitoring liquidity ratios against internal and regulatory requirements. The
most important of these is to maintain limits on the ratio of net liquid assets to
customer liabilities; and
(v) Managing the concentration and profile of debt maturities. Monitoring and
reporting take the form of cash flow measurement and projections for the next
day, week and month, respectively, as these are key periods for liquidity
management. The starting point for those projections is an analysis of the
contractual maturity of the financial liabilities and the expected collection date
of the financial assets.
210
 48

PROVEN GROUP LIMITED

PROVEN GROUP LIMITED (formerly PROVEN INVESTMENTS LIMITED)
formerly PROVEN INVESTMENTS LIMITED
Notes to the Financial
Notes to the Consolidated Financial Statements (Continued) (continued)
Statements
Year ended March 31, 2023
Year ended March 31, 2023 (Presented in United States dollars, except as otherwise stated)
(Presented in United States dollars, except as otherwise stated)

22. Financial instruments - risk management (continued)

(c) Liquidity risk (continued):

(i) Liquidity risk management (continued):

The table below presents the undiscounted cash flows of the Company’s financial
labilities (both interest and principal cash flows) based on contractual repayment
obligations.

2023
No
specific Total
0-365 1-2 2-3 Over maturity contractual Carrying
days years year 3 years date outflow amount
$’000 $’000 $’000 $’000 $’000 $’000 $’000
Liabilities
Owed to related parties - - - - 215 215 215
Notes payable 62,076 99,287 - 7,940 - 169,303 159,811
Preference shares - - - - 1 1 1
Other liabilities - - - - 2,665 2,665 2,665
Total financial liabilities 62,076 99,287 - 7,940 2,881 172,184 162,692

2022
No
specific Total
0-365 1-2 2-3 Over maturity contractual Carrying
days years year 3 years date outflow amount
$’000 $’000 $’000 $’000 $’000 $’000 $’000

Liabilities
Owed to related parties - - - - 2,825 2,825 2,825
Notes payable 12,254 137,152 5,584 8,230 - 163,220 144,823
Preference shares - - - - 1 1 1
Other liabilities - - - - 2,402 2,402 2,402
Total financial liabilities 12,254 137,152 5,584 8,230 5,228 168,448 150,051

(ii) Reconciliation of movements of liabilities to cash flow arising from financing

activities
2023
Structured Short-term
notes loan Total

Balance at April 1, 2022 134,798 10,025 144,823

Proceeds from borrowings 25,464 5,000 30,464
Repayment of borrowings ( 5,451) (10,025) ( 15,476)

2023 FINANCIALS
Balance at March 31, 2023 154,811 5,000 159,811

2022
Structured Short-term Margin
notes loan loans Total

Balance at April 1, 2021 79,917 7,400 188 87,505

Proceeds from borrowings 86,635 2,625 89,260
Repayment of borrowings ( 31,754) - ( 188) ( 31,942)
Balance at March 31, 2022 134,798 10,025 - 144,823

211
 49

PROVEN GROUP LIMITED

PROVEN GROUP LIMITED (formerly PROVEN INVESTMENTS LIMITED)
formerly PROVEN INVESTMENTS LIMITED
Notes to the Financial
Notes to the Consolidated Financial Statements (Continued) (continued)
Statements
Year ended March 31, 2023
Year ended March 31, 2023 (Presented in United States dollars, except as otherwise stated)
(Presented in United States dollars, except as otherwise stated)

22. Financial instruments - risk management (continued)

(c) Liquidity risk (continued):

(iii) Reconciliation of movements of dividends paid to cash flow arising from

financing activities

2023
$’000
Balance as at April 1, 2022 -
Dividend declared 2,440
Divedend paid (2,440)
Balance as at March 31, 2023 -

2022
$’000
Balance as at April 1, 2021 -
Dividend declared 6,155
Divedend paid (6,155)
Balance as at March 31, 2022 -

(d) Market risk:

Market risk is the risk that the fair value or future cash flows of a financial instrument will
fluctuate as a result of changes in market prices, whether caused by factors specific to the
individual security or its issuer, or factors affecting all securities traded in the market.

These arise mainly from changes in interest rate, foreign currency rates and equity prices
and will affect the Company’s income or the value of its holdings of financial instruments.

Market risk is monitored by the Investment Management Committee which carries out
extensive research and monitors the price movement of financial assets on the local and
international markets. Market risk exposures are measured using sensitivity analysis.

(i) Foreign currency risk:

Foreign currency risk is the risk that the market value of, or the cash flows from,
financial instruments will vary because of exchange rate fluctuations. The Group is
exposed to foreign currency risk due to fluctuations in exchange rates on transactions
2023 FINANCIALS

and balances that are denominated in currencies other than the functional currency.
The main currencies giving rise to this risk is the Jamaica dollar (JMD). The
Company manages this risk by matching foreign currency assets with foreign
currency liabilities, to the extent practicable. The net foreign currency exposure is
kept to the targeted levels by buying or selling currencies at spot rates when
necessary to address imbalances.

212
 50

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Financial Statements (Continued)
Notes to the Consolidated March
Year ended 31, 2023Statements (continued)
Financial
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

22. Financial instruments - risk management (continued)

(d) Market risk (continued):

(i) Foreign currency risk (continued):

At the reporting date, exposure to foreign currency risk was as follows:

2023 2022
$’000 $’000
Assets
Cash and cash equivalents 83,237 221,921
Loans receivable 1,020,265 1,022,065
Resale agreement - 326,316
Investment securities 200,614 559,358
Due from related party 15,049 -
Other 85,894 10,238
1,405,059 2,139,898

2023 2022
$’000 $’000
Liabilities
Owed to related parties 6,604 332,748
Notes payable 1,828,338 2,237,658
Other 199,736 27,713
2,034,678 2,598,119
Net position ( 629,619) ( 458,221)
The Company’s transactions that are in Barbados dollars has no foreign currency
exposure since there are fixed exchange rates between the Barbados dollar and
United States dollar.
Sensitivity to exchange rate movements:
The following indicates the sensitivity to changes in foreign currency exchange rates
of the Company’s profit and shareholders’ equity. The analysis is computed by
applying a reasonably possible change in exchange rates to foreign currency
denominated monetary assets and liabilities as assessed by management at the
reporting date. The analysis assumes that all other variables, in particular interest
rates, remain constant and was done on the same basis as 2022.

2023 FINANCIALS
2023
% change in Effect Effect on
currency on comprehensive
rate profit income
$’000 $’000
Currency:
JMD 1% Revaluation 41 -

213
 51

PROVEN GROUP LIMITED

PROVEN GROUP LIMITED (formerly PROVEN INVESTMENTS LIMITED)
formerly PROVEN INVESTMENTS LIMITED
Notes to the Financial
Notes to the Consolidated Financial Statements (Continued) (continued)
Statements
Year ended March 31, 2023
Year ended March 31, 2023 (Presented in United States dollars, except as otherwise stated)
(Presented in United States dollars, except as otherwise stated)

22. Financial instruments - risk management (continued)

(d) Market risk (continued):

(i) Foreign currency risk (continued):

At the reporting date, exposure to foreign currency risk was as follows (continued):

Sensitivity to exchange rate movements (continued):

2022
% change in Effect Effect on
currency on comprehensive
rate profit income
$’000 $’000
Currency:
JMD 2% Revaluation 61 -

2023
% change in Effect Effect on
currency on comprehensive
rate profit income
$’000 $’000
Currency:
JMD 4% Devaluation 161 -

2022
% change in Effect Effect on
currency on comprehensive
rate profit income
$’000 $’000
Currency:
JMD 8% Devaluation 221 -

(ii) Cash flow and fair value interest rate risk:

Cash flow risk is the risk that the future cash flows of a financial instrtument will
fluctuate because of changes iin market interest rates. Fair value interest rate risk is
the risk that the value of a financial instrument will fluctuate because of changes in
market interest rates. The Group takes on exposure to the effects of fluctuations in
the prevailing levels of market interest rates on its financial position and cash flows.
2023 FINANCIALS

The Company manages this risk by monitoring interest rates daily. Even though
there are no formally predetermined gap limits, where possible and to the extent
judged appropriate, the maturity profile of its financial assets is matched with that of
its financial liabilities; and where gaps are deliberately arranged, management
expects that its monitoring will, on a timely basis, identify the need to take
appropriate action to close a gap if it becomes necessary.

Variable rate instruments expose the Company to cash flow interest rate risk,
whereas fixed interest rate instruments expose the Company to fair value interest rate
risk.

214
 52

PROVEN GROUP LIMITED

PROVEN GROUP LIMITED (formerly PROVEN INVESTMENTS LIMITED)
formerly PROVEN INVESTMENTS LIMITED
Notes to the Financial
Notes to the Consolidated Financial Statements (Continued) (continued)
Statements
Year ended March 31, 2023
Year ended March 31, 2023 (Presented in United States dollars, except as otherwise stated)
(Presented in United States dollars, except as otherwise stated)

22. Financial instruments - risk management (continued)

(d) Market risk (continued):

(ii) Cash flow and fair value interest rate risk (continued):

The Group's interest rate risk management policy requires it to manage interest rate
risk by maintaining an appropriate mix of fixed and variable rate instruments. The
policy also requires it to manage the maturities of interest-earning financial assets
and interest-bearing financial liabilities. The Investment Management Committee
sets limits on the level of mismatch of interest rate repricing that may be undertaken,
which is monitored daily by management and reported monthly to the Committee.

The table below summarises exposure to interest rate risk. Included in the tables are
the carrying amounts of financial assets and financial liabilities, categorised by the
earlier of contractual repricing and maturity dates.

2023
Non-
0-30 31-90 91-365 366 days Over 5 interest
days days days to 5 years years sensitive Total
$’000 $’000 $’000 $’000 $’000 $’000 $’000
Assets
Cash and cash
equivalents - - - - - 2,412 2,412
Resale agreement 3,906 149 - 269 - - 4,324
Investment
securities - - 472 1,000 5,874 1,787 9,133
Loans receivable 903 120 10,773 1,880 742 - 14,418
Other assets - - - - - 3,399 3,399
Owed by
subsidiaries - - - - - 10,452 10,452
Total assets 4,809 269 11,245 3,149 6,616 18,050 44,138

Liabilities
Owed to related
Parties - - - - - 215 215
Notes payable - 4,954 50,839 97,582 6,436 - 159,811
Other liabilities - - - - - 2,665 2,665
Preference shares - - - - - 1 1
Total liabilities - 4,954 50,839 97,582 6,436 2,881 162,692
Interest rate
sensitivity gap 4,809 (4,685) (39,594) ( 94,433) 180 15,169 (118,554)
Cumulative
interest rate
sensitivity gap 4,809 124 (39,470) (133,903) (133,723) (118,554) -

2023 FINANCIALS
215
 53

PROVEN GROUP LIMITED

PROVEN GROUP LIMITED (formerly PROVEN INVESTMENTS LIMITED)
formerly PROVEN INVESTMENTS LIMITED
Notes to the Financial
Notes to the Consolidated Financial Statements (Continued) (continued)
Statements
Year ended March 31, 2023
Year ended March 31, 2023 (Presented in United States dollars, except as otherwise stated)
(Presented in United States dollars, except as otherwise stated)

22. Financial instruments - risk management (continued)

(d) Market risk (continued):

(ii) Interest rate risk (continued):

2022
Non-
0-30 31-90 91-365 366 days Over 5 interest
days days days to 5 years years sensitive Total
$’000 $’000 $’000 $’000 $’000 $’000 $’000
Assets
Cash and cash
equivalents - - - - - 2,973 2,973
Resale agreement 2,126 - - - - - 2,126
Investment
securities - - 650 449 5,736 4,813 11,648
Loans receivable 6,517 - 11,669 10,738 902 - 29,826
Other assets - - - - - 1,235 1,235
Owed by
subsidiaries - - - - - 2,627 2,627
Total assets 8,643 - 12,319 11,187 6,638 11,648 50,435

Liabilities
Owed to related
parties - - - - - 2,825 2,825
Notes payable - - 10,025 128,362 6,436 - 144,823
Other liabilities - - - - - 2,402 2,402
Preference shares - - - - - 1 1
Total liabilities - - 10,025 128,362 6,436 5,228 150,051
Interest rate
sensitivity gap 8,643 - 2,294 (117,175) 202 6,420 ( 99,616)
Cumulative
interest rate
sensitivity gap 8,643 8,643 10,937 (106,238) (106,036) (99,616) -

The table below summarises the effective interest rate by major currencies for
financial instruments at the reporting date.

2023 2022
JMD USD JMD USD
% % % %
Assets
Investment securities - 3.03 3.50 11.00
Loans receivable 7.55 1.78 12.00 9.00
Liabilities
Notes payable 3.89 3.90 4.25 4.71
2023 FINANCIALS

Interest rate sensitivity

The following table indicates the sensitivity to a reasonable possible change in

interest rates, with all other variables held constant, on profit or loss and other
components of equity. The sensitivity of the profit or loss is the effect of the
assumed changes in interest rates on net income based on the floating rate of
financial assets and financial liabilities. The sensitivity of other ocmponents of
equity is calculated by revaluing fixed rate FVOCI for the effects fo the assumed
changes in interest rates.

216
 54

PROVEN GROUP LIMITED

(formerly PROVEN INVESTMENTS LIMITED)
PROVEN GROUP LIMITED
formerly PROVEN INVESTMENTS LIMITED
Notes to the Financial Statements (Continued)
Notes to the Consolidated March
Year ended Financial
31, 2023Statements (continued)
(Presented in United
Year ended March 31, 2023 (Presented in UnitedStates dollars,
States except
dollars, as otherwise
except stated)
as otherwise stated)

22. Financial instruments - risk management (continued)

(d) Market risk (continued):

(ii) Interest rate risk (continued):

Interest rate sensitivity (continued)

2023
Effect on
Effect on comprehensive
net profit income
$’000 $’000

Change in basis points:

Decrease 50 basis points ( 109) ( 109)

Increase 100 basis points 1,591 1,591

2022
Effect on
Effect on comprehensive
net profit income
$’000 $’000

Change in basis points:

Decrease 50 basis points (USD) ( 801) ( 801)

Increase 150 basis points (USD) 1,503 1,503
Decrease 50 basis points (JMD) ( 106) ( 106)
Increase 30 basis points (JMD) 240 240

(iii) Price risk:

Sensitivity to equity price movements

Equity price risk arises from equity securities held by the Company as part of its
investment portfolio. Management monitors the mix of debt and equity securities in
its investment portfolio based on market expectations. The primary goal of the

2023 FINANCIALS
Company’s investment strategy is to maximize risk-adjusted investment returns.

The Company’s exposure to price risk is represented by the total carrying value of
equity investments on the statement of financial position of $1,227,000 (2022:
$4,063,000).

A 6% (2022: 5%) change in stock prices at March 31, 2023 would have impacted
profit by $73,600 (2022: $193,600).

217
 55

PROVEN GROUP LIMITED

PROVEN GROUP LIMITED (formerly PROVEN INVESTMENTS LIMITED)
formerly PROVEN INVESTMENTS LIMITED
Notes to the Financial
Notes to the Consolidated Financial Statements (Continued) (continued)
Statements
Year ended March 31, 2023
Year ended March 31, 2023 (Presented in United States dollars, except as otherwise stated)
(Presented in United States dollars, except as otherwise stated)

22. Financial instruments - risk management (continued)

(e) Capital management:

The Company's objectives when managing capital are as follows:

(i) To comply with the capital requirements set by the Financial Services Regulatory
Authority (‘the Authority) in St. Lucia.

(ii) To safeguard the Company's ability to continue as a going concern so that it can
continue to provide returns for shareholders and benefits for other stakeholders; and

(iii) To maintain a strong capital base to support the development of its business.

Capital adequacy and the use of regulatory capital are monitored daily by management,
employing techniques based on the guidelines developed by the Authority. The required
information is filed with the Authority on a quarterly basis.

The Company complied with the capital requirements set by the regulators. There were no
changes in how the Company measures and manages capital during the year.

(f) Definition and measurement of fair values

Fair value is the price that would be received to sell an asset or paid to transfer a liability in
an orderly transaction between market participants at the measurement date.

Where a quoted market price is available for an asset or liability, fair value is computed
using the quoted bid price at the reporting date, without any deduction for transaction costs
or other adjustments. Where a quoted market price is not available, fair value is computed
using alternative techniques, making use of observable data as far as possible.

Fair values are categorised into different levels in a three-level fair value hierarchy, based
on the degree to which the inputs used in the valuation techniques are observable. The
different levels in the hierarchy have been defined as follows:

Level 1 refers to financial assets and financial liabilities that are measured by reference to
published quotes in an active market. A financial instrument is regarded as quoted in an
active market if quoted prices are readily and regularly available from an exchange, dealer,
broker, industry group, pricing service or regulatory agency and those prices represent
actual and regularly occurring market transactions on an arm's length basis.

Level 2 refers to financial assets and financial liabilities that are measured using a
2023 FINANCIALS

valuation technique based on assumptions that are supported by prices from observable
current market transactions, and for which pricing is obtained via pricing services, but
where prices have not been determined in an active market. This includes financial assets
with fair values based on broker quotes, investments in funds with fair values obtained via
fund managers, and assets that are valued using a model whereby the majority of
assumptions are market observable.

Level 3 refers to financial assets and financial liabilities that are measured using non-
market observable inputs. This means that fair values are determined in whole or in part
using a valuation technique (model) based on assumptions that are neither supported by
prices from observable current market transactions in the same instrument nor are based on
available market data.

218
 56

PROVEN GROUP LIMITED

PROVEN GROUP LIMITED (formerly PROVEN INVESTMENTS LIMITED)
formerly PROVEN INVESTMENTS LIMITED
Notes to the Financial
Notes to the Consolidated Financial Statements (Continued) (continued)
Statements
Year ended March 31, 2023
Year ended March 31, 2023 (Presented in United States dollars, except as otherwise stated)
(Presented in United States dollars, except as otherwise stated)

23. Financial instruments – fair values

(a) Valuation techniques for investment securities classified as Level 2

Type Valuation techniques

Government of Jamaica securities:

US$ denominated Securities  Obtain bid price provided by a recognised
independent source, namely, Bloomberg.
 Apply price to estimate fair value.

J$ Denominated Securities  Obtain bid price provided by a recognised

industry source (which uses Jamaica-market
source indicative bids).
 Apply price to estimate fair value.

J$ Denominated Securities  Obtain bid price provided by a recognised

industry source (which uses Jamaica-market
source indicative bids).
 Apply price to estimate fair value.
Global bonds  Obtain bid price provided by recognised
independent pricing source, namely, Bloomberg.
 Apply price to estimate fair value.

Unit Trust  Obtain prices quoted by unit trust managers.

 Apply price to estimate fair value.

Corporate bonds  Obtained bid price provided by recognised

independent pricing source, namely, Bloomberg.
 Apply price to estimate fair value.

(b) Accounting classifications and fair values:

The following table shows the classification of financial assets and financial liabilities and
their carrying amounts.

2023 FINANCIALS
219
 57

PROVEN GROUP LIMITED

PROVEN GROUP LIMITED (formerly PROVEN INVESTMENTS LIMITED)
formerly PROVEN INVESTMENTS LIMITED
Notes to the Financial
Notes to the Consolidated Financial Statements (Continued) (continued)
Statements
Year ended March 31, 2023
Year ended March 31, 2023 (Presented in United States dollars, except as otherwise stated)
(Presented in United States dollars, except as otherwise stated)

23. Financial instruments – fair values (continued)

(b) Accounting classifications and fair values (continued):

Where the carrying amounts of financial assets and financial liabilities are measured at fair
value, their levels in the fair value hierarchy are also shown. The Company does not
disclose the fair value of cash and cash equivalents, loans receivable, other assets, owed by
subsidiaries, owed to related parties, notes payable, other liabilities and preference shares
because the carrying amounts of these financial instruments are a reasonable
approximation of fair values.

2023
Carrying amount Fair value
Fair value
through
profit
FVOCI or loss Total Level 1 Level 2 Total
$’000 $’000 $’000 $’000 $’000 $’000
Financial assets
measured at fair value
Global bonds 3,230 - 3,230 - 3,230 3,230
Corporate bonds 4,117 - 4,117 - 4,117 4,117
Quoted equities - 1,333 1,333 1,333 - 1,333
Private equity funds - 453 453 - 453 453
7,347 1,786 9,133 1,333 7,800 9,133

2022
Carrying amount Fair value
Fair value
through
profit
FVOCI or loss Total Level 1 Level 2 Total
$’000 $’000 $’000 $’000 $’000 $’000
Financial assets
measured at fair value
Global bonds 3,354 - 3,354 - 3,354 3,354
Corporate bonds 3,479 - 3,479 - 3,479 3,479
Quoted equities - 3,872 3,872 3,872 - 3,872
Private equity funds - 443 443 - 443 443
Unit trust - 500 500 - 500 500
2023 FINANCIALS

6,833 4,815 11,648 3,872 7,776 11,648

220
Notes
Notes
Form of Proxy
PROVEN GROUP LIMITED

I/We _______________________________________________________________________________ of

____________________________________________ being a Member of the above Company, hereby

appoint ________________________________________ of ____________________________________

as my/our Proxy to vote for me/us on my/our behalf at the Annual General Meeting to be held

at Cnr. Flamboyant Drive & Almond Road, Rodney Bay, Gros Islet, St. Lucia on October 10, 2023

and at any adjournment thereof.

Please indicate by inserting a cross in the appropriate box how you wish your votes to be cast.

Unless otherwise instructed, the Proxy will vote as he/she thinks fit.

RESOLUTION FOR AGAINST

NO. 1

NO. 2

NO. 3

NO. 4

IN WITNESS WHEREOF I set my hand this _______ day of ____________________ , 2023.

___________________________________
Signature

The instrument appointing a proxy shall be produced at the place appointed for the meeting
before the time for holding the meeting at which the person named in such instrument proposes
to vote. A corporation may execute a form of proxy under the hand of a duly authorised officer
of such corporation.