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Court Orders Seplat Chairman to Pay Diamond Bank, Skye Bank $114m

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Seplat NSE

By Dipo Olowookere

Founder and chairman of Seplat Petroleum Development Company (Seplat) Plc, Mr Ambrosie Bryant Chukwueloka Orjiako, has been directed to pay the sum of $144.2 million to three banks being the outstanding and accrued interest of a facility granted to him and one of his companies in 2011.

Seplat is a company trading its shares on both the Nigerian Stock Exchange (NSE) and the London Stock Exchange (LSE).

The trained medical doctor and his firm, Shebah Exploration and Production Company Limited had dragged Skye Bank (now defunct and known as Polaris Bank), Diamond Bank and the Africa Import Export Bank to a court in Lagos, seeking for the judgement of a Court of England and Wales, which awarded $143.9 million to the three lenders, to be set aside.

But the Federal High Court sitting in Ikoyi has certified judgment delivered by the High Court of Justice Queen’s Bench Division and upheld by the Supreme Court of the United Kingdom, directing Shebah Exploration & Production Company Ltd, Allenne Ltd and its president, Mr Orjiako to pay the three financial institutions a sum of $144.2 million.

According to ThisDay, the Lagos court certified the judgments on March 28 and ordered the defendants to comply with the judgment, denying them the permission to appeal it.

The first defendant, Shebah Exploration & Production Company Ltd is a Nigerian company engaged in oil exploration and production while the second defendant, Allenne Ltd is the guarantor of the borrowed loan.

The third defendant, Mr Orjiako, is the President of Shebah and a personal guarantor of the liabilities of Shebah and Allenne pursuant to a Deed of Guarantee and Indemnity dated July 1, 2011.

The claimants had dragged the defendants before the High Court of Justice Queen’s Bench Division in order to be able to recover an outstanding of the facility loan granted to them.

The claimants had apply for a summary judgment against the defendants for sums outstanding under a syndicated loan facility agreement totalling over $144.2 million, together with interest on those sums.

They had prayed the court to determine whether it is arguable that, in entering the Facility Agreement, the parties were contracting on the claimants’ written standard terms of business so as to engage section 3 of the Unfair Contract Terms Act 1997 (‘UCTA’).

In a judgment delivered by Mr Justice Phillips of the High Court of Justice Queen’s Bench Division on February 19, 2016, the court said Shebah had taken the loan for purpose of discharging certain of its existing borrowing and to provide working capital for its operations, including funding for a work-over programme to stimulate production at oil wells in the Ukpokiti oil field.

According to the court, the defendants never denied that the claimants advanced $150 million to Shebah pursuant to the Facility Agreement, nor dispute that, apart from paying one instalment of $6,111,111.11 in June 2012 but Shebah has failed to meet any further repayment instalment, despite the claimants agreeing to the deferral of several instalments.

The judge said in a previous proceeding, which commenced on March 11, 2014, the defendants agreed that, in exchange for the claimants’ discontinuing the proceedings, Shebah would repay all sums outstanding under the Facility Agreement in two tranches: $49.999,999.86 (with accrued interest) by April 30, 2014 and the balance of the loans and interest by July 1, 2014.

He added that Shebah failed to pay any part of the sum due on April 30, 2014. “The claimants were therefore entitled, under the terms of the Discontinuance Agreement, to commence fresh proceedings in respect of their claims.

These proceedings were commenced on June 2014, repeating the claims previously made and adding a claim against Shebah in respect of the $49.999,999.86 due under the Discontinuance Agreement”, the judge said.

Phillips stated that notwithstanding their previous stance, the defendants now contended that no sums whatsoever are due to the claimants, adding that they (the defendants) have arguable defence to the claim.

The judge however ruled that there is no merit in the defendants’ contention on the issues on the ground that there is simply no basis for inferring that the claimants, or any of them, habitually put forward the LMA form (or a tailored version of it) as a basis for their syndicated loan transactions.

“The most likely scenario is that it was chosen or selected by the claimants’ lawyer and that they will have adapted it to reflect the specifics of the transactions. It is impossible to draw any inferences as to what starting points may have been taken in other transactions, involving other permutations of lenders and other lawyers.

“I therefore satisfied that the defendants do not have a realistic prospect of establishing at trial that the Facilities Agreement is on the claimants’ written standard terms of business. The suggestion that the disclosure might alter the position is a classic example of hoping that something may turn up, in this case a forlorn hope given the evidence that there was in fact a degree of real negotiation of the final terms.”

Phillips in his judgment held that whilst the claimants’ purported acceleration of the loans on October 16, 2013 was ineffective, the defendants do not have a defence to the claimants’ alternative case, based upon the acceleration notice dated October 2, 2014 and subsequent demands dated April 14, 2015 and July 27, 2015.

“For the reasons set out above, the claimants are entitled to summary judgment against all three defendants for (i) the principal outstanding under the Facility Agreement of $143,888,888.89, subject to giving credit for the sum paid during the course of this application and the sums conceded in respect of default charges and hedging fees; (ii) the management fees claimed; and (iii) interest calculated on the alternative basis that the loan was accelerated on October 2, 2014”, the judge held.

Dissatisfied with the judgment, the defendants approached the Supreme Court of the United Kingdom, seeking to quash the judgment.

Ruling on the defendants’ application, the Supreme Court sitting comprising Lord Mance, Lord Reed and Lord Lloyd-Jones upheld the decision of the lower court and refused the permission to appeal the decision.

“After consideration of the application filed on behalf of the Appellants seeking permission to appeal the order made by the Court of Appeal on June 28,2017 and of the notice of objection filed by the Respondents.

“The court ordered that (1). Permission to appeal be refused because the application does not raise an arguable point of law of general importance. “(2). The Appellants pay the Respondents costs of the application and, where the Respondents apply for costs, the costs to be awarded be assessed.”

Dipo Olowookere is a journalist based in Nigeria that has passion for reporting business news stories. At his leisure time, he watches football and supports 3SC of Ibadan. Mr Olowookere can be reached via [email protected]

Economy

Run From Any Unregistered Online Investment Platform—SEC Warns Nigerians

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SEC Nigeria

By Aduragbemi Omiyale

For the umpteenth time, the Securities and Exchange Commission (SEC) has run to the rooftop to warn Nigerians against putting their hard-earned money in online investment platforms not authorised to operate in the nation’s capital market.

SEC is the apex regulatory agency in the Nigerian capital market. It issues licences to companies operating in the ecosystem.

In a statement on Thursday, the organisation expressed concerns over the rising “promotion of unregistered online investment schemes on social media applications and websites, including WhatsApp, Instagram, Telegram, Facebook, TikTok and other digital platforms.

In the notice, the SEC emphasised that, “Many of these investment schemes exhibit characteristics of Ponzi or Prohibited investment schemes, while some operators of such schemes also provide unauthorised investment services to members of the public.”

In view of these, the commission advised members of the public “to refrain from investing or participating in any unregistered online investment platform or scheme promising unrealistic or guaranteed returns.”

“Members of the public are further advised not to rely on investment advisories circulated through online platforms by persons or entities not registered by the commission, as reliance on such advisories may expose investors to significant financial losses and fraudulent schemes,” it noted.

“The public is reminded that, under the provisions of the Investments and Securities Act, 2025, only entities registered by the commission are authorised to promote investment services, provide investment advisory services or solicit funds from the public in the Nigerian capital market,” another part of the circular signed by the management noted.

The regulator urged the investing public to verify the registration status of any platform, company, or entity offering investment opportunities on its dedicated portal: https://sec.gov.ng/fintech-and-innovation- hub-finport/registered-fintech-operators/ or https://www.sec.gov.ng/cmos before transacting or investing with them.

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Economy

Dangote Rejects NNPC Bid to Raise Stake in Soon-to-Be Listed Refinery

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NNPC vs Dangote refinery

By Adedapo Adesanya

Nigerian businessman, Mr Aliko Dangote, has disclosed that he rejected requests by the Nigerian National Petroleum Company (NNPC) Limited to increase its 7.25 per cent stake in the Dangote Petroleum Refinery.

Mr Dangote stated this in a podcast with the Chief Executive Officer of the Norwegian Sovereign Wealth Fund, Mr Nicolai Tangen.

In the podcast interview, the billionaire revealed that the state oil company offered to increase its current 7.25 per cent stake in the 650,000 barrels per day plant.

However, this was rejected because the company is planning to go public and give other Nigerians the opportunity to own shares in the plant.

Recall that the refinery is planning a multi-exchange listing and targeting a valuation of $50 billion. It has appointed a consortium of three financial advisers to manage the offering. Stanbic IBTC Capital to handle international book-building process and lead engagement with foreign portfolio investors; Vetiva Capital Management to manage retail investor distribution within Nigeria; and FirstCap to focus on placements with Nigerian institutional investors, particularly pension funds.

It was reported in 2021 that the NNPC acquired the 7.25 per cent stake in the refinery for $1 billion, with an option to acquire the remaining 12.75 per cent stake by June 2024.

However, the national oil firm reneged on its decision.

During the interview with the Norwegian Sovereign Wealth Fund CEO, Mr Dangote revealed that the state oil company had made attempts to acquire more stakes in the refinery, but this was turned down.

The revelation came while he was responding to questions about what could be the biggest risks to his businesses.

“Actually, if there are civil wars, which is not in the offing at all.

“The other biggest risk is government inconsistencies in policies, and we are addressing that one because if you look at our refinery, the national oil company already owns 7.25 per cent, and they are trying to buy more. We are the ones that said no; we want to now spread it and have everybody be part of it.”

In 2024, Mr Dangote revealed that under the former Group Chief Executive Officer, Mr Mele Kyari, the NNPC reduced its stake in the refinery from 20 per cent to 7.25 per cent. He disclosed that the NNPC had only a 7.2 per cent stake in the refinery and not 20 per cent as many Nigerians believed.

“The agreement was actually 20 per cent, which we had with NNPC, and they did not pay the balance of the money up until last year; then we gave them another extension up until June (2024), and they said that they would remain where they had already paid, which is 7.2 per cent. So NNPC owns only 7.2 per cent, not 20 per cent,” Mr Dangote stated at the time.

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Economy

Pathway Asset Management’s Adekunle Alade Unveils Blueprint for Sustainable Wealth, Investment Opportunities

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Pathway Asset Management's Adekunle Alade

In this interview with Mr Adekunle Alade, Founder and Director of Pathway Asset Management Limited, he discusses the blueprint for sustainable wealth and investment opportunities. Excepts;

Could you please tell us about Pathway Asset Management?

Pathway Asset Management is registered and regulated by the Securities and Exchange Commission (SEC) Nigeria as a fund and portfolio manager company with the main focus of helping individuals, retail, HNIs and institutions make smarter investment decisions and build long-term sustainable wealth. We understand how complex and unpredictable the Nigerian market can be because we operate in it every day. So, we’ve built a firm that is clear, disciplined, and driven by research, not guesswork.

Our offerings cut across Pathway Fixed Deposit Notes, Privately Managed Notes, Fixed Income Notes, Pathway Dollar Notes, Funds/Portfolio Management, Pathway Money Market Fund (coming soon), Pathway Dollar Funds (Coming Soon), and Investment Advisory services, all tailored to each client’s goal. But beyond the products, what really defines us is how we think: deep client understanding, strong governance, and a long-term mindset. That’s what guides every decision we make.

Can you walk us through Pathway Asset Management’s core investment philosophy and how it differentiates the firm in Nigeria’s asset management space?

Our philosophy is simple and profound. We are partners in our clients’ financial success. We create value, but never at the expense of disciplined risk management. Every investment is carefully assessed to ensure the returns justify the risk, helping clients move from speculation to structured, sustainable wealth building.

What sets us apart is our advisory DNA. We don’t just offer investment products; we bring an investment banker’s eye to asset management, combining strategic advice with precise execution.

We combine diversification, deep sector insight, and strong risk discipline to solve wealth preservation challenges, while prioritising transparency, client experience, and long-term outcomes.

Your portfolio includes Fixed Deposit Notes, Privately Managed Notes, and Portfolio Management services. How do these products cater to varying investor risk appetites?

We’ve designed our products to meet clients exactly where they are. For more conservative investors, our Fixed Deposit and Money Market offerings are focused on capital preservation, liquidity, and stable income. For clients looking for higher returns, our Privately Managed Notes, across fixed income, hybrid, equity and dollar structures, offer more optimised yield with a bit more structure. 

For more sophisticated or institutional clients, our portfolio management services provide a fully tailored approach. Some clients prefer us to take full discretion, while others want to stay involved. Essentially, we have a vehicle specifically engineered for different investors’ financial goals.

What’s next for Pathway Asset Management? Where are you focusing growth?

With the recent unveiling of our Board of Directors, we’ve strengthened our governance and strategic direction, which is important for where we’re going.

Over the next few months, our focus is on deepening client relationships, expanding our product offerings, especially mutual funds like our upcoming Pathway Money Market Fund and positioning the firm to take advantage of emerging opportunities. For us, growth is not just about scale; it’s about scaling responsibly while maintaining the discipline and trust we’ve built.

What gap in the market is the upcoming Pathway Money Market Fund designed to fill?

For a long time, the Nigerian investment space has had a gap. You either had low-yield savings accounts or high-entry institutional investments. The Pathway Money Market fund is designed to bridge that gap.

With rising inflation, many people are losing value just by keeping money in traditional bank accounts. What we’re doing is opening access, giving everyday investors a simple, regulated way to benefit from high-quality government and corporate instruments with as low as N5,000 to start investing. We want someone with relatively small capital to still participate in opportunities that were previously out of reach. Our focus isn’t just on returns; it’s about providing a liquid, SEC-regulated vehicle where a small saver can get a big-market yield and still have capital preserved.

As a firm regulated by the Securities and Exchange Commission, how do you ensure compliance while maintaining operational efficiency?

At Pathway Asset Management Limited, we view compliance as a competitive advantage, built into how we operate every day. To maintain efficiency while meeting and compliance, we have adopted a ‘Compliance-by-Design’ approach from onboarding clients to tech-enabled reporting and risk management without over-leveraging our resources.

We’ve put in place strong internal controls, invested in the right people, have clear processes, and a culture of accountability across the firm. At the same time, we leverage technology and experienced professionals to ensure compliance is seamless, not a bottleneck.

So, for us, it’s about getting it right from the start; operating efficiently while staying fully aligned with regulatory standards.

How do you assess the impact of Nigeria’s current monetary policy direction on investment portfolios?

We’re in a transition phase, from aggressive tightening to a more stable environment.

For us, that creates opportunity. In fixed income, we’re locking in high yields now, knowing that rates may compress as inflation moderates.

At the same time, improving stability in exchange rates and interest rates creates a better environment for businesses, which supports selective equity exposure.

So, rather than reacting, we’re positioning clients to benefit from both sides: strong yields today and potential upside as the macro environment improves.

What safeguards are in place to protect investor capital across your managed portfolios?

At Pathway Asset Management, the security of investor capital is built into our operations through a multi-layered ‘Triple-Lock’ framework. We operate strictly under the license and oversight of the Securities and Exchange Commission, Nigeria. This means our operations are subject to periodic review, stringent reporting requirements, and minimum capital adequacy standards. 

We don’t just follow the rules; we embrace them as a baseline for trust. But beyond that, one key safeguard is that we don’t hold client funds directly; assets (cash and securities) are held by independent SEC-approved custodians. That separation is critical for transparency and protection. We also apply disciplined investment policies. We don’t chase returns at the expense of safety. Every investment goes through a rigorous assessment process.

How does Pathway Asset Management manage downside risks, particularly in a volatile macroeconomic environment marked by inflation and FX instability?

In a market like Nigeria, volatility isn’t an anomaly; it’s a constant. Our approach to managing downside risk is built on dynamic asset allocation and financial discipline. We also hedge against currency risk by giving clients access to dollar-denominated investments, which helps preserve value.

On inflation, we focus on assets that can reprice or deliver returns above inflation over time. Our focus is not just on returns, but on protecting value and delivering consistency.

What is your outlook for Nigeria’s asset management industry over the next five years?

Nigeria’s asset management industry is entering a defining transition period, and the SEC’s recapitalisation directive is the central catalyst. Over the next five years, the industry will move from a fragmented, lightly capitalised landscape to a more consolidated, institutional, and competitive ecosystem. 

Many smaller or undercapitalised firms will be unable to comply independently, leading to mergers, acquisitions, or outright exits. Within the first two to three years, the number of asset managers is likely to shrink significantly, leaving behind a smaller group of well-capitalised firms alongside a handful of specialised niche players.

In terms of growth, the outlook is structurally positive but cyclical. Assets under management (AUM) are expected to expand at a solid pace, supported by high domestic interest rates, increased financial savings, and improved macroeconomic reforms. 

However, this growth will remain sensitive to macro conditions, particularly FX stability and interest rate cycles. Because a large portion of capital inflows into Nigeria is still short-term and yield-driven, the industry should expect periods of volatility rather than smooth, linear expansion.

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