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Tag: SEC

  • Listed Firms Must Disclose Impact of COVID-19 on Operations – SEC

    Listed Firms Must Disclose Impact of COVID-19 on Operations – SEC

    The Securities and Exchange Commission (SEC) has said all public companies are required to regularly inform the investing the impact of the deadly COVID-19 on their business operations.

    This disclosure was made in a circular issued by the commission, which said in compliance with the federal government’s directives on the cessation of movement in Lagos, Ogun and Abuja, it has activated its business continuity process.

    In the circular dated March 31, 2020, the agency said during the period of the lockdown in the three cities, its staff would be working remotely, while all its electronic channels will remain open to provide the necessary support to capital market stakeholders.

    “All public companies are required to continue to make material disclosures to investors on the impact of COVID-19 Pandemic on their business operations.

    “They should also continue to disclose the trend and outlook for the company, and updates on implementation of business continuity plans. Public companies are to publish these disclosures on their websites and on other relevant media,” the circular said.

    Furthermore, it stated that, “Public companies who plan to conduct AGMs are required to ensure that the conduct of the meetings comply with the provisions of the Companies and Allied Matters Act, the Investments and Securities Act, the SEC Rules and Regulations, relevant government and health circulars and guidelines issued in this regard.”

    Continuing, SEC stressed that debt issuers are also expected to continue to engage trustees to ensure that relevant disclosures are provided, adding that these trustees are required to provide updates to the commission accordingly.

    The commission enjoins all CMOs to continue to monitor the real and potential risks COVID-19 may have on their business operations and the discharge of services to investors and clients, stating that for further guidance, the commission may be contacted through the dedicated email addresses for filing CMOs returns.

    SEC enjoined all issuers and trustees who may require further guidance to contact the commission through the quotedcoyreturns@sec.gov.ng, offerapplications@sec.gov.ng and dhpostoffer@sec.gov.ng.

    It promised to continue to engage and collaborate with all stakeholders to ensure that the capital market remains resilient.

    “While we work to maintain market stability, we encourage everyone to continue to comply with all directives issued by the Federal Government and relevant agencies during this challenging period,” the agency said.

  • SEC Postpones Q1 Capital Market Committee Meeting

    SEC Postpones Q1 Capital Market Committee Meeting

    The Securities and Exchange Commission (SEC) has announced the postponement of the Q1 Capital Market Committee (CMC) meeting earlier scheduled for April 23, 2020.

    The apex capital market regulatory agency, in furtherance of its role, has also issued an advisory that would mitigate the impact of COVID-19 on capital market operations.

    In a circular to capital market stakeholders on COVID-19, the SEC released a number of market-focused adjustments to be adopted in the interim in response to the effects of COVID-19 which includes filing and processing of applications electronically, extension of deadline on 2019 annual reports and Q1 2020 reports.

    It stated that applications shall be filed electronically while pending applications and requests by CMOs for update of information would be processed via registration@sec.gov.ng.

    However, fresh applications for registration of Capital Market Operators are suspended until further notice.

    Also, returns shall be filed electronically while the commission has approved a 60-day extension, in the first instance for public companies and capital market operators to file their 2019 annual reports and Q1 2020 reports.

    By the advisory, public companies are to take appropriate precautionary measures as recommended by the federal and state governments as well as the Nigerian Centre for Disease Control (NCDC) to ensure the safety of shareholders and participants at Annual General Meetings/Extra-Ordinary General Meetings and other meetings which may be held during the prevalence of the pandemic.

    “The first Capital Market Committee Meeting for the year scheduled to hold on April 23, 2020, and all other meetings have been postponed indefinitely. All complaints and enquiries should be made to the Commission at sec@sec.gov.ng, 09-4621100 and 09-4621168 or at our various social media accounts.

    “It is important to note that the foregoing guidelines are not exhaustive, but rather represent an outline of immediate actions the commission considers necessary to sustain the actualization of its regulatory mandate and maintain the integrity of the Nigerian capital market during this challenging period.

    “Accordingly, the commission will continue to issue updates to market stakeholders as appropriate. The Commission will also continue to closely coordinate with other financial regulators and governmental authorities,” the SEC stated.

    The SEC enjoins all capital market stakeholders to adhere to all recent directives on safety and social distancing, the commission stated that it is focused on the following measures, amongst others: ensuring the continuity of its operations; monitoring market functions and systemic risks; providing regulatory flexibility and guidance to issuers, trading platforms, capital market operators and other stakeholders impacted by COVID-19; and continuation of investor protection efforts and relevant enforcement actions.

    The spread of the Corona Virus (COVID-19) worldwide has created a degree of uncertainty and anxiety, as governments and health experts attempt to curtail the proliferation of the virus.

    The World Health Organization (WHO) had warned that given Africa’s fragile health systems, the threat posed by COVID-19 in the continent is considerable. This has led to various actions taken by the Federal and State Governments in Nigeria to curb the spread of the virus.

  • SEC Gives Stockbrokers Deadline to File Liquidity Position

    SEC Gives Stockbrokers Deadline to File Liquidity Position

    Brokers and dealers in the nation’s capital market have been directed to compute and file their monthly net liquid capital position not later than five days after end of the month.

    In a directive posted on its platform on Wednesday, the apex regulator in the country’s capital market said for the 2020 returns, the brokers must file their net liquid capital on or before February 5, 2020. The returns are required to be sent to the agency and the Nigerian Stock Exchange (NSE).

    It was stated that failure to file the returns as required would attract appropriate sanctions and they must be submitted “in the manner prescribed by the commission from time to time.”

    According to SEC, the computation must reflect the true and fair position of all assets and liabilities of the broker/dealer, while material mis-statement or omission would be regarded as misleading the commission and shall attract appropriate sanction.

    “Where established financial claims against a broker have been omitted from the computation of the net liquid capital, the commission shall adjust the net liquid capital of the concerned broker-dealer;

    “Where a broker-dealer is suspended from trading as a result of a short-fall in its net liquid capital, the broker-dealer shall be subject to verification for compliance prior to the commission’s approval for lifting of the suspension.

    “Every broker-dealer is expected to comply with this guideline. Returns for January 2020 on net liquid capital are expected on or before 5th February 2020. The returns should be filed with the commission via brokers@sec.gov.ng, while the reporting template can be downloaded from the SEC website,” it said.

    The notice further said, “The commission may request for evidence of existence of assets or institute an asset verification exercise when necessary to substantiate claims. A broker-dealer is also required to avail the commission relevant evidence of significant changes in position of assets.”

  • SEC in talks with NNPC, NLNG, foreign firms on possible NSE listing

    SEC in talks with NNPC, NLNG, foreign firms on possible NSE listing

    The Securities Exchange Commission (SEC) has disclosed that it has started discussions with some big wigs in the oil and gas sector which includes the Nigerian National Petroleum Corporation (NNPC) and the Nigeria Liquified National Gas (NLNG) to list their shares on the Nigerian Stock Exchange (NSE).

    This disclosure was made by the acting Director-General of SEC, Ms Mary Uduk, at the World Bank and International Monetary Fund (IMF) annual meetings in Washington DC., the United States.

    She noted that the interest of foreign issuers in the Nigerian capital market had increased following the dual listing of two of Nigeria’s leading telecommunication company, MTN Nigeria and Airtel on the stock exchange.

    “The primary market has witnessed a new trend in the last one year with the listing of the telecom companies, MTN Nigeria, and also the recent initial public offer (IPO) and dual listing of Airtel,” the SEC boss said.

    She noted that some offshore companies have expressing their interest in listing their shares on the stock exchange.

    “Consequent of the Airtel IPO, some offshore companies are in discussions with the commission for an IPO that will be dually listed in Nigeria and the United Kingdom,” she added.

    Ms Uduk noted that the commission was also look at appropriate measures that could be employed to encourage more major players in the oil and gas sector to list on the NSE.

    “It will be great to also have the petroleum sector well represented on our market and having the NNPC will make it greater,” she said.

    Adding to this, Ms Uduk said that the commission had reviewed its rules to enable foreign issuers to issue Nigerian Depository Receipts that would be listed on the NSE and other Exchanges.

    “As you are very aware, companies must have good governance structure and be run properly for them to be profitable and sustainable,” the acting DG said.

    She, however, confirmed that companies had started disclosing their level of compliance to corporate governance practices which had driven up transparency in conducting business.

    She said, “We expect to see high level of compliance because we have a national code, now in addition, there are other cases we are looking into that will become public in due time.”

    Ms Uduk added that the commission was relying on technology to deepen product innovation in the country.

  • SEC, NFIU sign MoU to tackle ponzi schemes, fraud

    SEC, NFIU sign MoU to tackle ponzi schemes, fraud

    The Securities and Exchange Commission (SEC) has signed a Memorandum of Understanding (MoU) with the Nigerian Financial Intelligence Unit (NFIU) to combat Ponzi schemes and fraud in the capital market.
    Mrs Mary Uduk, the Acting Director-General of SEC, disclosed this in a statement in Abuja on Wednesday.
    She said the collaboration was necessitated by the need for SEC and NFIU to close ranks in the face of “insider dealings, reawakening of Ponzi schemes, cybercrime and other fraudulent activities that have engulfed the market in the last few years”.
    Uduk said the commission was paying close attention to digital transactions and was in the process of amending its laws to capture such activities.
    According to her, SEC already has regulations prohibiting shell companies from operating in the capital market.
    She stated that under the collaboration, NFIU would assist the commission in tracking suspicious transactions as they occur.
    “If we have solutions that will help us track transactions, it will greatly reduce the incidence of insider dealings.
    “We will be very willing to collaborate with you on that in our determination to ensure that our markets are efficient and transparent and all investors are protected’’, she said.
    The MoU, she said, covers training, secondment of middle cadre officers between the organisations, cross-border monitoring, repatriation of stolen funds from the capital market and prosecution of offenders, among others.
    On the rising incidence of Ponzi schemes in the country, Uduk stressed the need for more public sensitisation to ensure that unsuspecting Nigerians do not continue to lose their hard-earned money.
    In his remarks, Mr Modibbo Tukur, the Director of NFIU, assured SEC that the Agency would continue to play its part in ensuring that the financial system was safe for Nigerians to operate.
    He disclosed that NFIU was making efforts to ensure that the financial system was rid of shell companies, adding that, for companies to exist, they should have physical addresses.
    “If anyone establishes a company, it has to be a company indeed and we have to be firm on this.
    “This has become more important now given the roll out of the Economic Community of West Africa States (ECOWAS) single currency, because with that, we know that capital and investments will move across borders and it is a single currency.
    “So, we have to step up regulation to avoid fraudulent transactions. We will begin by September and some companies will have to be deregistered if they do not meet the criteria.
    “We will publish the parameters and also give them enough time to regularise after which those that do not comply before the deadline will be shut down.
    “If you have an empty company hanging in the system, it is a potential danger and we should not allow it to thrive,” Tukur said.
    Tukur added that when the NFIU began its due diligence on the shell companies, the information would be shared with SEC for further action.
    He commended SEC on its regulation barring shell companies from operating in the capital market.

  • FG Inaugurates Ex-UBA Director as SEC Board Chairman

    FG Inaugurates Ex-UBA Director as SEC Board Chairman

    A renowned commercial lawyer, Mr Olufemi Lijadu, was on Monday inaugurated as Chairman, board of the Securities and Exchange Commission (SEC).

    Mr Lijadu, at his inauguration yesterday in Abuja, by the permanent secretary in the Federal Ministry of Finance, Mr Mahmoud Isa-Dutse, was given the task of taking the Nigerian capital market to the next level.

    The new SEC board chair, who obtained a first degree in Law at the University of Durham, St Chads College in 1980, was an Executive Director at United Bank for Africa Plc from 1997 to 2002.

    In 1983, he further bagged his LLM in Law from the University College London and then an M.Sc in Business Management from the London Business School in 2003.

    Mr Lijadu, an indigene of Ogun State, worked with the Udoma and Osagie Chambers from 1992 to 1994 and then co-founded a thriving business law firm Ukiri & Lijadu Law Firm. He was also a consultant at Femi Lijadu & Company.

    The SEC chair has vast experience in Energy Law, Banking and Finance Law, Foreign Investment Law and Commercial Law.

    From 2015 to 2017, he was in the Presidential Committee on the Recovery of Government Assets.

    While at SEC, Mr Lijadu will work with Ms Mary Uduk, the acting Director-General; Dr Alvan Ikoku, representing Central Bank of Nigeria (CBN) on the board; Mr Okokon Ekanem, representing Federal Ministry of Finance; Mr Lamido Yuguda, a non-Executive Commissioner; Mrs Rekiya Ladi, a non-Executive Commissioner; Mr Henry Rowland, acting Executive Commissioner, Corporate Services; Mr Isyaku Tilde, acting Executive Commissioner, Operations; and Mr Reginald Karawusa, acting Executive Commissioner, Legal and Enforcement.

  • Court adjourns hearing in SEC, Oando case till July

    Justice Ayokunle Faji of the Federal High Court in Lagos on Monday adjourned until 22 July a case brought by Oando to halt management changes ordered by the Securities and Exchange Commission.

    The SEC’s action followed an investigation in which it allegedly found evidence of financial infractions by the company.

    Earlier this month, a court blocked the SEC from replacing Oando’s chief executive and taking other action against the oil firm, pending further hearings on the case.

    Legal fireworks and arguments were expected today between the sacked Oando directors, Jubril Adewale Tinubu and Omamofe Boyo and the Securities and Exchange Commission(SEC).

    Tinubu and Boyo are fighting to retain their control of the oil company after SEC appointed an interim management headed by Mutiu Sunmonu, a former head of Shell Nigeria.

    SEC has filed preliminary objection as well as counter-affidavit against the fundamental rights enforcement suit which Tinubu and Boyo, as applicants filed against it.

    In the preliminary objection, SEC urges the court to dismiss the suit on several grounds: lack of jurisdiction, non-compliance with condition precedent prescribed by the investment and Securities Act, no, 29, 2007 for instituting an action against the respondent and failure to exhaust administrative remedy available.

    SEC lawyers will argue that the suit by the sacked Oando directors is incompetent and an abuse of the process of the court.

    “The entire action is frivolous, vexations, malicious, tantamount to forum shopping, an abusive use of the processes of the court, with the aim of interfering with the SEC’s discharge of regulatory duties and responsibilities”, SEC said.

  • FG to inaugurate SEC board Monday

    FG to inaugurate SEC board Monday

    The Federal Government will on Monday inaugurate the board of the Securities and Exchange Commission (SEC) to be chaired by Mr Olufemi Lijadu.

    The News Agency of Nigeria (NAN) reports that the board’s constitution is coming four years after President Muhammadu Buhari sacked the former SEC board headed by Mr Peter Obi.

    A senior management source who pleaded anonymity confirmed the constitution and inauguration to NAN in Lagos.

    The source said that the inauguration would take place at the Ministry of Finance Headquarters, Abuja, and would be conducted by the permanent secretary.

    The source said that Lijadu, who hails from from Ogun, had been announced as the commission’s chairman.

    According to him, other members of rhe board include Mr Lamido Yuguda from Gombe State (Non-executive Commissioner), Mrs Rekiya Ladi (Kaduna) Non-executive Commissioner and Mr Okokon Ekanem, representing Ministry of Finance.

    The others include Dr Alvan Ikoku, representing the Central Bank of Nigeria, Ms Mary Uduk, SEC’s Acting Director-General, and Mr Henry Rowlands, SEC’s Acting Executive Commissioner, Corporate Services.

    The other members of the board from SEC are Mr Isyaku Tilde, Acting Executive Commissioner (Operations), and Mr Reginald Karawusa, SEC’s Acting Executive Commissioner (Legal and Enforcement).

    The board will have a four-year tenure, according to the source.

    NAN reports that President Muhammadu Buhari dissolved the previous board on July 16, 2015, and set up an eight-man panel headed by a former Secretary to the Government of the Federation, Mr Babachir Lawal, two months later, to reconstitute it.

    Market operators had been calling for the reconstitution of the board to strengthen SEC’s operations.

    The Chief Operating Officer, InvestData, Mr Ambrose Omordion, told the News Agency of Nigeria that non-reconstitution of the board for over three years had implications for operational efficiency of the apex capital market regulator.

    He said that the situation was affecting some operational activities of the commission, thereby dampening investor confidence.

    Omordion told NAN that SEC needed to be strengthened with appointment of board of directors for its growth and the development of the capital market.

    Omordion, who commended Uduk for achievements recorded so far in the commission in spite of being in acting capacity, called for her confirmation.

    He said that the management team of the commission should be confirmed by the government with immediate effect to avoid excesses in the market.

  • Review Oando’s sanction, CSO tells SEC

    Review Oando’s sanction, CSO tells SEC

    A Civil Society Organisation (CSO), Initiative for Leadership and Economic Watch in Nigeria (ILEWN), has urged the Securities and Exchange Commission (SEC) to review the sanction it placed on Oando Plc to give room for equity and justice.

    The group made the call in Abuja on Wednesday night by its Executive Director, Mr Splendour Agbonkpolor.

    Agbonkpolor regretted that SEC went ahead to stop Oando’s Annual General Meeting (AGM) even after a c0ourt had ordered that status quo be maintained.

    According to him, the disobedience to the order of court has questioned the integrity of SEC in the matter.

    Agbonkpolor therefore, criticised SEC over its decision to keep Oando Plc suspended in spite of its failure to make public its findings of the investigation it carried out two years ago.

    He argued that the failure of the Commission to make public its findings of the investigation before sanctioning the oil company created the impression that it was acting a script.

    He noted that the alleged infractions and penalties were unsubstantiated, ultra vires, invalid and calculated to prejudice the business of the company.

    “The SEC had recently directed Oando Plc to suspend its Annual General Meeting (AGM) and prior to the directive, it also ordered Oando’s Group Chief Executive Officer, Mr Wale Tinubu and other affected board members to resign.

    “The stakeholders’ of Oando Plc demanded for the content of the investigation report which took place two years to compile but the Commission refused to oblige them access to the investigation report.

    “This invariably implies that there are cookies in the investigation report thus it could be inferred that the Commission may be acting differently from the content of the report that supposedly indicted the chief executive and the second in command of the company.

    “The clarification needed by the public and Oando stakeholders’ has yet to be made available by SEC.

    “We also made effort as a Civil Society Organisation to get the report in line with Freedom of Information Act, but it was not made available and this brings skepticism to the entire processes and procedures that were followed during the course of investigation.

    “SEC is highly revered by all that knows the capacity that it carries and it must not be seen as being unprofessional in a manner that paints the Commission in a negative light,” he said in a statement.