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NASD OTC Exchange Unveils Guidelines for Rights Issue

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NASD OTC market

By Adedapo Adesanya

The management of NASD Over-the-Counter (OTC) Securities Exchange has published a draft document contain rules for admission of right issues by companies trading their securities on its platform.

In a notice released on Thursday, the regulator said firms on its platform intending to raise fresh capital via rights issue must adhere to the guidelines, including receiving approvals from the necessary organs, shareholders inclusive.

Business Post reports that rights issue allows existing shareholders to purchase additional shares in proportion to their existing holdings, which will help raise supplementary capital for the company.

In the circular analysed by Business Post, NASD said any company seeking to conduct rights issue must be registered with the Corporate Affairs Commission (CAC) as a public liability company and also have its securities registered with the Securities Exchange Commission (SEC) and admitted on NASD trading platform.

It further said the process of admission of a rights issue shall be sponsored by a participating institution and the subscription offer shall remain open for a maximum period of 28 working days.

Furthermore, the issuing firm must present an application letter as well as a letter of Indemnity,which must be duly executed by authorized representatives of the company and notarized in favor of NASD PLC followed by a General Undertaking to abide by the Rules and Regulations of the NASD Securities Exchange.

The company is also required to complete the NASD Form 3 which can be accessed via: https://nasdng.com/wpcontent/uploads/2018/11/NASD_Form_3_Admission_to_trade_a_new_security_v4.pdf

Also, the SEC must give approval for the company’s proposed rights issue and shareholders must give consent to the approval of rights issue, with a notice of the general meeting approving the proposed exercise as published in two national dailies attached to the application.

Among other documents required are the audited financial statements of the preceding full year alongside the unaudited or interim financial statements for the current fiscal year in which the application was brought.

The issuer was also asked to get consent letters duly executed by each Director, Company Secretary and Professional Advisers to the issue and notarized with a copy of the rights poster to be circulated to the public upon SEC’s final approval.

NASD stated in the draft that for the application procedure and trading notification, it would review and advise the participating institution on its compliance status and give its conditional approval to the proposed rights issue which will be then be subjected to a final approval by he SEC and holding of the signing ceremony.

The participating institutions are required to forward to NASD the final approval of SEC for the Rights Issue and other outstanding documents which it may request not later than 48 hours after the signing ceremony.

The NASD said that it would then notify the participating institution in writing within 48 hours of its decision following receipt of the aforementioned documents and then notify the OTC Market of the open and close date of the rights issue.

NASD said companies intending to do a rights issue would be required to submit all the necessary documents in electronic and hard copy formats.

Concluding, the agency said, “The above requirements are not exhaustive and NASD reserves the right to request additional information.”

CLICK THIS LINK TO VIEW THE NASD DRAFT RULES FOR ADMISSION OF RIGHTS ISSUES

 

Adedapo Adesanya is a journalist, polymath, and connoisseur of everything art. When he is not writing, he has his nose buried in one of the many books or articles he has bookmarked or simply listening to good music with a bottle of beer or wine. He supports the greatest club in the world, Manchester United F.C.

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Economy

Nigeria’s Tax Sovereignty Not Affected by Deal With France—FIRS

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firs and france mou

By Adedapo Adesanya

The Federal Inland Revenue Service (FIRS) has issued a statement providing further clarifications following comments and reports on the recent memorandum of understanding between Nigeria and France on taxation.

The MoU, signed on December 10, 2025, at the French Embassy in Abuja by the chairman of FIRS, Mr Zacch Adedeji and French Ambassador, Mr Marc Fonbaustier, on behalf of France’s Direction Générale des Finances Publiques (DGFiP), focuses on key areas, including digital transformation, workforce development, information exchange, transfer pricing, and tackling base erosion and profit shifting.

However, the MoU has been met with resistance from opposition coalition party African Democratic Congress (ADC) as well as Northern elders, which both raised serious questions about transparency, national sovereignty and the safety of Nigerian consumers’ data.

In response, the tax authority, which will become known as Nigerian Revenue Service (NRS) from next year, emphasised that the deal does not grant France access to Nigerian taxpayer data, digital systems, or any element of the country’s operational infrastructure.

“All existing Nigerian laws on data protection, cybersecurity, and sovereignty remain fully applicable and strictly enforced. The NRS, like its predecessor, FIRS, places the highest premium on national security and maintains rigorous standards for the protection of all taxpayer information.”

It said similar MoUs are signed by tax administrations around the world to promote collaboration, knowledge sharing, and the adoption of global best practices.

“The DGFIP is among the world’s most advanced tax authorities, with over a century of institutional experience and deep expertise in digital transformation, taxpayer services, governance, and public finance.

“This partnership simply enables Nigeria to learn from that experience. It is advisory, non-intrusive, and entirely under Nigeria’s control.

“Contrary to misconceptions, the MoU does not displace local technology providers, FIRS and the emerging Nigeria Revenue Service (NRS) continue to work closely with Nigerian innovators such as NIBSS, Interswitch, Paystack, and Flutterwave. The MoU does not include the provision of technical services; it is limited to knowledge sharing, institutional strengthening, workforce development, policy support, and best-practice guidance.

“We welcome robust public engagement on tax reforms, but such conversations must reflect the actual content and purpose of the agreement. Rather than undermining Nigeria’s sovereignty, this MoU strengthens it by helping to build a modern, capable, globally competitive tax administration one firmly in command of its systems, data, and strategic direction.

“FIRS remains committed to transparency, professionalism and partnership that advance Nigeria’s long-term economic development,” it said in a statement.

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Economy

Nigeria Okays 28 Firms for Gas-flaring Monetisation Project

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Gas flaring

By Adedapo Adesanya

The Nigerian Upstream Petroleum Regulatory Commission (NUPRC) has issued permits to 28 companies under Nigerian Gas Flare Commercialisation Programme (NGFCP), a scheme that aims to end routine gas flaring to cut carbon emissions and use some of the gas to generate power.

Gas flaring is the controlled burning of natural gas that is released during oil extraction. The initiative marks a major step toward ending flaring and monetising wasted gas.

The projects could capture 250 to 300 million standard cubic feet per day (mmscfd) of gas currently flared, cut about 6 million tonnes of CO₂ annually, and unlock nearly 3 gigawatts of power generation potential, an NGFCP document showed.

Nigeria expects the initiative to attract up to $2 billion in investment and create more than 100,000 jobs. It could also produce 170,000 metric tonnes of LPG annually, providing clean cooking access for 1.4 million households.

The permits follow a competitive bid round that awarded 49 flare sites to 42 bidders after the programme was restructured post-COVID-19 and the Petroleum Industry Act.

Speaking on this, Mr Gbenga Komolafe, head of the NUPRC, during the presentation of the certificates to the 28 companies said, “The NGFCP is a pillar in our quest to eliminate routine flaring, reduce emissions, and enhance Nigeria’s global credibility in energy transition commitments.”

The programme aligns with Nigeria’s Energy Transition Plan and aims to turn flare gas from an environmental liability into an economic asset.

The 28 companies have signed key agreements, including Connection, Milestone Development and Gas Sales Agreements, and now qualify for permits to access flare gas.

Producers will benefit from reduced liabilities, improved Environmental, Social, and Governance (ESG) performance and alignment with the government’s decarbonisation agenda.

Development partners, including Power Africa, KPMG, World Bank’s Global Gas Flaring Reduction initiative, USAID and financiers, have supported the programme with technical and commercial frameworks.

Mr Komolafe said while the permits mark a milestone, engineering, construction and financing must begin in earnest.

“The real work starts now,” the official added. “This programme will create economic, industrial and environmental value while strengthening Nigeria’s energy transition.”

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Economy

CSCS, Geo-Fluids, FrieslandCampina Lift NASD OTC Bourse by 0.62%

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Regconnect CSCS

By Adedapo Adesanya

Three bellwether stocks lifted the NASD Over-the-Counter (OTC) Securities Exchange by 0.62 per cent on Friday, December 12 with the NASD Unlisted Security Index (NSI) jumping by 22.20 points to 3,600.43 points from 3,578.23 points.

In the same vein, the market capitalisation of the trading platform increased by N13.28 billion to close at N2.154 trillion from the previous day’s N2.140 trillion.

During the session, Central Securities Clearing System (CSCS) Plc went up by N2.53 to close at N39.71 per share compared with the previous day’s N37.18 per share, Geo-Fluids Plc added 35 Kobo to its price to finish at N5.00 per unit versus Thursday’s closing price of N4.65 per unit, and FrieslandCampina Wamco Nigeria Plc appreciated by 23 Kobo appreciation to sell at N60.23 per share versus N60.00 per share.

It was observed that yesterday, the price of Golden Capital Plc went down by N1.05 to N9.45 per unit from N10.50 per unit, and UBN Propertiy Plc declined by 21 Kobo to N2.01 per share from the N2.22 per share it was traded a day earlier.

There was a significant improvement in the level of activity for the day, as the volume of transactions increased by 6.2 per cent to 37.4 million units from the previous day’s 35.2 million units, the value of trades went up by 265.1 per cent to N4.9 billion from N1.4 billion, and the number of deals soared by 13.80 per cent to 33 deals from 29 deals.

Infrastructure Credit Guarantee Company (InfraCredit) Plc ended the last trading day of this week as the most active stock by value on a year-to-date basis with 5.8 billion units valued at N16.4 billion, the second spot was taken by Okitipupa Plc with 178.9 million units traded for N9.5 billion, and third space was occupied by a new comer in MRS Oil Plc with 36.1 million units worth N4.9 billion.

InfraCredit Plc also finished the session as the most active stock by volume on a year-to-date basis with 5.8 billion units transacted for N16.4 billion, followed by Industrial and General Insurance (IGI) Plc with 1.2 billion units valued at N420.3 million, and Impresit Bakolori Plc with 537.0 million units sold for N524.9 million.

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