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NGX Gives Investors Deadline to Disclose Substantial Interests in Listed Firms

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substantial interests in listed firms

By Aduragbemi Omiyale

Investors have been given not less than 10 business days to disclose their substantial interests in listed firms to reduce the distortion of companies’ public information and market data.

This ultimatum was given by the Nigerian Exchange (NGX) Limited, which emphasised that sudden announcements of previously undisclosed interests breach its rules as well as other extant market laws.

In a statement, the bourse said that it was mindful of an upcoming trend by investors, adding that the disclosure obligations are provided under the exchange’s rules, the Companies and Allied Matters Act (CAMA), 2020, and the Consolidated Rules and Regulations of the Securities and Exchange Commission (SEC), 2013.

Specifically, Rule 17.13: Disclosure of Changes in Beneficial Ownership of Shares, Rulebook of the Exchange, 2015 (Issuers’ Rules) requires every issuer to notify NGX immediately on any transaction that brings the beneficial ownership in the company’s shares to five per cent or more not later than ten business days after such transaction.

“We also wish to reiterate the provisions of Rule 2.2 of NGX’s Rules Governing Free Float Requirements, which provides as follows: Each Issuer shall incorporate in its half-year financial statement filed with the exchange its shareholding pattern and also indicate whether or not its free float is in compliance with the Exchange’s free float requirements for the Board on which it is listed.

“In making the requisite disclosures to the Exchange, listed companies are required to state in detail the different categories of owners of their shares, including directors, substantial shareholders, influential shareholders and other Insiders, indicating whether the holding is direct or indirect. This disclosure is also required during the annual report filings of all listed companies,” the statement clarified.

It added that the substantial shareholders and high-net-worth investors have an obligation to be vigilant by monitoring their holdings, especially where their shares are held in different accounts and make honest disclosures in that regard.

According to NGX, this is to avoid breaching the disclosure obligations where the five percent reporting threshold is reached, creating the risk of failure of compliance.

“An investor who chooses to consolidate his/her holdings must comply with the aforementioned disclosure requirements immediately his/her combined holdings in an Issuer the five (5) per cent threshold,” it stated.

In view of the foregoing, the Exchange wishes to highlight options available to investors in the Nigerian capital market desirous of consolidating their holdings in an orderly and compliant manner.

These options include the NGX Nominal Transfer Window; CSCS consolidation of accounts with different permutations of investor names, and SEC-approved forbearance window on multiple applications.

NGX thereafter said upon receiving appropriate guidance in that regard, investors may adopt any of the above options to consolidate their holdings to ensure compliance with the relevant laws, rules and regulations.

Aduragbemi Omiyale is a journalist with Business Post Nigeria, who has passion for news writing. In her leisure time, she loves to read.

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Economy

Kwairanga Sees Dangote Refinery, NNPC Listing on NGX Soon

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NNPC vs Dangote refinery

By Adedapo Adesanya

The Chairman of the Nigerian Exchange (NGX) Group Plc, Mr Umaru Kwairanga, has expressed optimism about the listing of the $20 billion Dangote Refinery and the Nigerian National Petroleum Company (NNPC) Limited on the bourse before the end of 2025.

He gave this assurance during the 64th Annual General Meeting (AGM) of the exchange in Lagos a few days ago.

Mr Kwairanga, projected a confident vision of strategic repositioning and market expansion of the exchange with plans to list heavyweights like Dangote Refinery and NNPC before the end of this year.

He revealed the NGX Group’s active pursuit of large-ticket listings to transform the bourse’s stature, citing strategic engagements with both the Dangote Group and the state oil company.

Business Post reports that Mr Kwairanga has always been an advocate of listing these two companies on the bourse and has always spoken highly and confidently in close and public circles.

Recently, the NNPC announced that it had begun plans for its Initial Public Offering (IPO) after years of delay.

“Even if it’s 20 per cent or 30 per cent, let a part of NNPC be listed. This is the platform of transparency and innovation. It is time to democratise wealth and allow the Nigerian public to benefit from our national assets,” the NGX chairman said.

He underscored the Group’s commitment to deepening market offering and credibility, boosting investor confidence, and aligning with President Bola Tinubu’s $1 trillion economy target.

“We will not shy away from taking the right decisions,” Mr Kwairanga stated resolutely, adding that, “Where organisations no longer deliver value, we will act decisively—even if that means delisting. We must protect our integrity as Africa’s premier stock exchange.”

Mr Kwairanga emphasized the Exchange’s alignment with the current administration’s economic reforms.

“No other institution has keyed into Tinubu’s economic agenda like NGX has. Our ambition is to double the gains from the ongoing banking recapitalisation and deliver on major listings that will redefine the capital market.”

“We have the capacity. We have the people. We have your support. By year-end, you will witness a transformation led by landmark listings and strategic reforms. NGX is not just keeping pace—we are setting the pace,” he added.

NGX Group had announced a record 157.3 per cent year-on-year growth in profit before tax (PBT), reaching N13.6 billion for the financial year ended December 31, 2024.

According to its audited financial statement, gross earnings soared by 103.2per cent to N24.0 billion, powered by a diversified surge in revenue channels: transaction fees climbed 64 per cent, listing fees skyrocketed by 397.1 per cent, and market data revenue doubled by 100.5 per cent.

Other standout contributors include a 105 per cent rise in technology-related income and a 174.8 per cent increase in other fees, affirming NGX Group’s strategic pivot toward innovation, digitalisation, and sustainable value creation.

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Economy

Poverty, Food Insecurity Remain High in Nigeria Despite Reforms—IMF

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Africa out of poverty

By Dipo Olowookere

The International Monetary Fund (IMF) has said despite the economic reforms of the administration of President Bola Tinubu, poverty and food insecurity remain high in Nigeria.

The global lender said this after the conclusion of its 2025 Article IV Consultations with Nigeria from April 2 to 15 in Lagos and Abuja.

Officials of the IMF led by the mission chief for Nigeria, Mr Axel Schimmelpfennig, held talks with senior government officials, including the Minister of Finance and Coordinating Minister of the Economy, Mr Wale Edun; the Minister of Agriculture and Food Security, Mr Abubakar Kyari; and the Governor of the Central Bank of Nigeria (CBN), Mr Yemi Cardoso.

Others were senior government and central bank officials, the Ministry of the Environment, the private sector, academia, labour unions, and civil society.

In a statement made available to Business Post by the IMF, the federal government was praised for its reforms as well as the central bank for stopping the funding of budget deficits through ways and means.

“The Nigerian authorities have taken important steps to stabilize the economy, enhance resilience, and support growth.

“The financing of the fiscal deficit by the central bank has ceased, costly fuel subsidies were removed, and the functioning of the foreign exchange market has improved. Gains have yet to benefit all Nigerians as poverty and food insecurity remain high.

”The outlook is marked by significant uncertainty. Elevated global risk sentiment and lower oil prices impact the Nigerian economy.

“The reforms since 2023 have put the Nigerian economy in a better position to navigate this external environment.

“Looking ahead, macroeconomic policies need to further strengthen buffers and resilience, while creating enabling conditions for private sector-led growth,” the statement said.

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Economy

SEC to go Tough on Illegal Investment Schemes After CBEX Crashing

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unregistered investment schemes

By Adedapo Adesanya

The Securities and Exchange Commission (SEC) is moving to apply a more forceful and coordinated enforcement regime against unregistered and illegal “phony” investment schemes, otherwise known as Ponzi schemes.

This is coming after Crypto Bridge Exchange (CBEX) reportedly crashed, leading to many investors unable to withdraw their funds.

The issue has drawn wide conversations around the unchecked activities of Ponzi scheme operators until it is too late to cry when the head is cut off.

The Director-General of the SEC, Mr Emomotimi Agama, said this in a statement that the commission never granted registration to CBEX operate as a digital assets exchange in Nigeria.

He urged members of the public to cease all dealings with the platform.

CBEX, operating under various names, including ST Technologies International Ltd. and Smart Treasure/Super Technology, asked the public to invest in its schemes for higher returns.

“The commission hereby clarifies that neither CBEX nor its affiliates were granted registration by the commission at any time to operate as a Digital Assets Exchange, solicit investments from the public, or perform any other function within the Nigerian capital market,” he reiterated.

He said that preliminary investigations carried out by the agency had revealed that CBEX engaged in promotional activities to create a false perception of legitimacy, noting that this was to entice unsuspecting members of the public into investing monies, with the promise of implausibly high guaranteed returns within a short timeframe.

The SEC chief emphasised that pursuant to the provisions of Section 196 of the Investments and Securities Act 2025, the commission would collaborate with relevant law enforcement agencies to take appropriate enforcement action against CBEX, its affiliates, and promoters.

“The commission uses this medium to remind the public to refrain from investing in or dealing with any entity offering unrealistic returns or employing similar recruitment-based investment models.

“Prospective investors are advised to verify the registration status of investment platforms through the commission’s dedicated portal: www.sec.gov.ng/cmos before transacting with them,” he said.

Mr Agama said that with the newly enacted Investments and Securities Act, 2025 (ISA 2025), the commission now had enhanced powers to prosecute Ponzi schemes and their promoters.

He explained that investigations were ongoing on CBEX, adding that promoters of the failed scheme would not go scot-free.

The SEC DG also said the new law had given the commission more powers and blocked loopholes in emerging areas of virtual and digital assets.

“The ISA 2025 has given the commission the legal backing to provide clarity, ensure investor protection, and enhance market confidence, especially in new and previously unregulated segments such as digital asset exchanges and online foreign exchange platforms,” he said.

He added that while the apex capital market regulator would continue to support innovations in finance and investments, the commission would maintain strict oversight in line with its enhanced investor’s protection mandate.

“We welcome innovation, but it must occur within a regulated environment that protects investors and maintains the integrity of our market.”

He recalled that even with the limited scope of the repealed Act, the SEC had maintained extensive surveillance and was able to shut down a number of Ponzi schemes, with some of the promoters, like Fahmzi Interbiz, jailed for defrauding Nigerians.

According to him, with the ISA 2025 giving the commission more powers to deal with issues, the commission will ensure that promoters of such schemes are not allowed to operate.

This comes after the Economic and Financial Crimes Commission (EFCC) also announced that it is investigating the development.

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