Economy
SEC Publishes Rules for Exposure
By Dipo Olowookere
- New Rule
Asset Manager Code of Professional Conduct
1.1 General Principles of Conduct
Managers have the following responsibilities to their clients.
Managers must:
- Act in a professional and ethical manner at all times.
- Act for the benefit of clients.
- Act with independence and objectivity.
- Act with skill, competence, and diligence.
- Communicate with clients in a timely and accurate manner.
- Uphold the applicable rules governing capital markets.
1.2 Code of Professional Conduct
1.2.1 Obligation to clients
Managers must:
- Place client interests before their own.
- Preserve the confidentiality of information communicated by clients within the scope of the Manager–client relationship.
- Refuse to participate in any business relationship or accept any gift that could reasonably be expected to affect their independence, objectivity, or loyalty to clients.
1.2.2 Investment Process and Actions
Managers must:
- Use reasonable care and prudent judgment when managing client assets.
- Not engage in practices designed to distort prices or artificially inflate trading volume with the intent to mislead market participants.
- Deal fairly and objectively with all clients when providing investment information, making investment recommendations, or taking investment action.
- Have a reasonable and adequate basis for investment decisions.
- When managing a portfolio or pooled fund according to a specific mandate, strategy, or style:
- Take only investment actions that are consistent with the stated objectives and constraints of that portfolio or fund.
- Provide adequate disclosures and information so investors can consider whether any proposed changes in the investment style or strategy meet their investment needs.
- When managing separate accounts and before providing investment advice or taking investment action on behalf of the client:
- Evaluate and understand the client’s investment objectives, tolerance for risk, time horizon, liquidity needs, financial constraints, any unique circumstances (including tax considerations, legal or regulatory constraints, etc.) and any other relevant information that would affect investment policy.
- Determine that an investment is suitable to a client’s financial situation.
1.2.3 Trading
Managers must:
- Not act or cause others to act on material non-public information that could affect the value of a publicly traded investment.
- Give priority to investments made on behalf of the client over those that benefit the Managers’ own interests.
- Use commissions generated from client trades to pay for only investment-related products or services that directly assist the Manager in its investment decision making process, and not in the management of the firm.
- Maximize client portfolio value by seeking best execution for all client transactions.
- Establish policies to ensure fair and equitable trade allocation among client accounts.
1.2.4 Risk Management, Compliance and Support
Managers must:
- Develop and maintain policies and procedures to ensure that their activities comply with the provisions of this Code and all applicable legal and regulatory requirements.
- Appoint a compliance officer responsible for administering the policies and procedures and for investigating complaints regarding the conduct of the Manager or its personnel.
- Ensure that portfolio information provided to clients by the Manager is accurate and complete and arrange for independent third-party confirmation or review of such information.
- Maintain records for an appropriate period of time in an easily accessible format.
- Employ qualified staff and sufficient human and technological resources to thoroughly investigate, analyze, implement, and monitor investment decisions and actions.
- Establish a business-continuity plan to address disaster recovery or periodic disruptions of the financial markets.
- Establish a firm-wide risk management process that identifies, measures, and manages the risk position of the Manager and its investments, including the sources, nature, and degree of risk exposure.
1.2.5 Performance and Valuation
Managers must:
- Present performance information that is fair, accurate, relevant, timely, and complete. Managers must not misrepresent the performance of individual portfolios or of their firm.
- Use fair-market prices to value client holdings and apply, in good faith, methods to determine the fair value of any securities for which no independent, third-party market quotation is readily available.
1.2.6 Disclosures
Managers must:
- Communicate with clients on an ongoing and timely basis.
- Ensure that disclosures are truthful, accurate, complete, and understandable and are presented in a format that communicates the information effectively.
- Include any material facts when making disclosures or providing information to clients regarding themselves, their personnel, investments, or the investment process.
- Disclose the following:
- Conflicts of interests generated by any relationships with brokers or other entities, other client accounts, fee structures, or other matters.
- Regulatory or disciplinary action taken against the Manager or its personnel related to professional conduct.
- The investment process, including information regarding lock-up periods, strategies, risk factors, and use of derivatives and leverage.
- Management fees and other investment costs charged to investors, including what costs are included in the fees and the methodologies for determining fees and costs.
- The amount of any soft or bundled commissions, the goods and/or services received in return, and how those goods and/or services benefit the client.
- The performance of clients’ investments on a regular and timely basis.
- Valuation methods used to make investment decisions and value client holdings.
- Shareholder/unit holder voting policies.
- Trade allocation policies.
- Results of the review or audit of the fund or account.
- Significant personnel or organizational changes that have occurred at the Manager.
- Risk management processes.
2.0 Sundry Amendments
2.1 Amendment to Rule on Trading In Unlisted Securities – Inclusion of Debt Securities
- Existing Rule (a)
All Securities of unlisted public companies shall be bought, sold or transferred only by means of a system approved by the Commission and under such terms and conditions as the Commission may prescribe from time to time.
A slight amendment replacing the words “unlisted public” with “public unlisted” is being proposed. The new Rule will read as follows:
(a) All securities of public unlisted companies shall be bought, sold or transferred only by means of a system approved by the Commission and under such terms as the Commission may prescribe from time to time.
- New Rule (b) to provide as follows:
(b) All debt securities issued in Nigeria, i.e. issued by the Federal Government of Nigeria (“FGN”), Subnationals (State and Local Government), Supranational and Corporate entities, shall be bought, sold or transferred in the secondary market only through a SEC registered trading facility or Securities Exchange.
- A new Rule (c) to include regulation of trading in foreign currency securities of Nigerian entities listed in other jurisdictions is proposed as follows:
(c) All exchange of debt securities traded (including foreign currency securities of Nigerian entities listed in other jurisdictions e.g. Eurodollar bonds) in the Nigerian capital market shall be executed on or reported to a SEC-registered Securities Exchange or trading facility.
- Existing Rule (b) which provides that:
No person shall buy, sell or otherwise transfer securities of an unlisted public company except through the platform of a registered securities exchange established for the purpose of facilitating over-the-counter trading of securities.
To be slightly amended and renumbered as Rule (d) to compel trading of securities of public companies on SEC-registered platforms only, is proposed as follows:
(d) No person shall buy, sell or otherwise transfer securities of a public unlisted company or government agency except through the platform of a SEC-registered securities exchange or trading facility established for the purpose of facilitating over-the-counter trading of securities.
- Existing Rule (c) which provides that:
Any unlisted public company, director, company secretary, registrar, broker/dealer or such other persons who facilitates the buying, selling or transfers of the securities of an unlisted public company otherwise than through the platform of a registered securities exchange, shall be liable to a penalty of not less than N100, 000 in the first instance and not more than N5, 000 for every day the infraction continues.
The existing Rule (c) as outlined above to be slightly amended and renumbered as Rule (e) to read as follows:
- Any public unlisted company, director, company secretary, registrar, broker/dealer or such other persons who facilitate the buying, selling or transfer of the securities of a public unlisted company or government agency otherwise than through the platform of a SEC-registered securities exchange or trading facility shall be liable to a penalty of not less than N100,000 in the first instance and not more than N5,000 for every day of default.
2.2 Review of Capital Requirement for Sub-Brokers
- Existing Rule 67(1)(j) which provides that Corporate Sub-Broker (to show) evidence of minimum paid-up capital of N1million.
Amendment of Rule 67(1)(j) to provide that Corporate Sub-Broker (to show) evidence of minimum paid-up capital of N10million.
- Existing Schedule I, Part B(5) which reflects N5million as minimum paid up capital requirement for Corporate Sub-Brokers
Amendment of Schedule I, Part B(5) to reflect N10million as minimum paid up capital requirement for Corporate Sub-Brokers
- Existing Rule 67(2)(a)(ii) which provides that Individual Sub-Broker (to show) evidence of minimum net worth of N500,000.00
Amendment of Rule 67(2)(a)(ii) to provide that Individual Sub-Broker (to show) evidence of minimum net worth of N1million.
- Existing Schedule I, Part B(6) which reflects N500,000.00 as minimum net worth requirement for Individual Sub-Brokers.
Amendment of Schedule I Part B(6) to reflect N1million as minimum net worth requirement for Individual Sub-Brokers.
Related articles across the web
By Adedapo Adesanya
The Minister of Finance and Coordinating Minister of the Economy, Mr Taiwo Oyedele, has said from the N15.8 trillion in subsidy savings, N5.4 trillion went to the federal government, and N10.4 trillion was shared between the 36 states and the 774 local governments of the federation between June 2023 and December 2025.
Mr Oyedele disclosed this on Wednesday in Abuja while presenting the federal government’s Nigeria’s Reform Scorecard: The Benefits, Costs and Harms Prevented, an assessment of the economic reforms implemented under President Bola Tinubu.
The finance minister said the N15.8 trillion in subsidy savings was distributed through the Federation Account, rather than being retained entirely by the federal government.
According to him, the central government received N5.4 trillion, representing about 34 per cent of the total savings, the states received N6.5 trillion, or 41 per cent, and the local councils received N3.9 trillion, representing about 24 per cent.
The combined N10.4 trillion allocated to states and local governments accounted for almost two-thirds of the total subsidy savings and was nearly twice the amount received by the federal government.
Mr Oyedele clarified that the N15.8 trillion should not be understood as money accumulated in a dedicated government account labelled “subsidy savings”.
Rather, he said the impact of the reforms was reflected in increased resources available to the federation through higher revenue collections, which were subsequently shared among the three tiers of government through the Federation Account.
The minister said the federal government’s N5.4 trillion share formed only one component of the additional resources available to it during the period.
It also recorded N3.1 trillion in incremental independent revenue, mainly from remittances by government-owned entities, and obtained N11.9 trillion in incremental borrowing.
Together, the three sources provided the federal government with N20.4 trillion in incremental resources between June 2023 and December 2025.
Mr Oyedele said the distribution of the subsidy savings underscored that the reform was not designed simply to increase Federal Government revenue, as a substantial portion of the additional resources accrued to the sub-national governments.
“The reform was never introduced for revenue purposes, but to address entrenched corruption in an artificially managed fuel subsidy and foreign exchange market,” he said.
He added that the federal government subsequently deployed its additional resources, alongside funds from its existing revenue base, to meet N30.64 trillion in incremental expenditure during the period.
Of the N20.4 trillion in incremental resources available to the federal government, borrowing accounted for 58 per cent, subsidy savings for 27 per cent and other revenue for 15 per cent.
The minister said the figures provided a clearer picture of how the financial impact of the subsidy reform was distributed across the Federation, with states and local governments collectively receiving the largest share.
By Aduragbemi Omiyale
The Nigeria Incentive-Based Risk Sharing System for Agricultural Lending (NIRSAL) Plc has expressed satisfaction with the growing participation of non-interest financial institutions in its credit risk guarantees for loans to farmers, processors, aggregators, exporters and other businesses across multiple agricultural value chains.
The chief executive of the non-bank financial institution created by the Central Bank of Nigeria (CBN) to de-risk agricultural lending in the country, Mr Sa’ad Hamidu, said non-interest lenders accounted for well over 50 per cent of the loans guaranteed by NIRSAL in the first half of 2026.
In 2025, the company guaranteed more than N100 billion to beneficiaries, and according to Mr Hamidu, this figure has already been surpassed in 2026 year-to-date.
Speaking at the AFRACA Masterclass on Inclusive Finance for Climate Resilience and Artificial Intelligence for Financial Services and Agricultural Finance in Lagos, the NIRSAL chief stated that the trend demonstrates what becomes possible when appropriate risk-sharing frameworks create sufficient confidence for different forms of capital to participate in agriculture.
“At NIRSAL, we have always maintained that agriculture, especially in sub-Saharan Africa, is not underfinanced because opportunities do not exist, but because the risks have not been sufficiently understood, measured, appropriately priced, and managed,” Mr Hamidu, represented by the agency’s Executive Director of Operations, Mr Ewaen Imohe, said.
He explained that NIRSAL’s response has been to co-develop systems and financing frameworks that bring greater structure to agricultural value chains, better define and mitigate their risks, and improve financiers’ understanding of the sector and confidence to lend.
The NIRSAL boss described the masterclass as particularly timely, noting that climate change is no longer an abstract global concern but a practical reality confronting farmers, agribusinesses and their financiers every production season across Africa.
The programme’s first major theme, Inclusive Finance for Climate Resilience, exposed participants to the concepts, tools, and approaches required to understand climate risk and develop financeable adaptation and mitigation projects.
For the second major theme, Artificial Intelligence for Financial Services and Agricultural Finance, Mr Hamidu expressed the expectation that participants would move beyond the excitement surrounding AI to examine how it can improve risk understanding, transaction assessment, and financial decision-making in agriculture.
He also pointed to opportunities for technology to complement climate finance, blended finance, grants, and other innovative mechanisms capable of expanding the financial and technical resources available to African agriculture.
On deepening AFRACA-NIRSAL collaboration, he stated that, “AFRACA, for us, is a platform for knowledge, continental exchange, and global insight. On our part, we remain a results-driven source of practical experience for AFRACA member countries.”
By Adedapo Adesanya
The Central Securities Clearing System (CSCS) Plc weakened the NASD Over-the-Counter (OTC) Securities Exchange by 0.36 per cent on Wednesday, August 19, slicing the market capitalisation of the platform by N9.41 billion to N2.60 trillion from N2.610 trillion, and reducing the NASD Security Index (NSI) by 15.67 points to 4,333.09 from 4,348.76 points.
The securities depository company lost N10.30 at midweek to close at N88.12 per share versus Tuesday’s closing price of N90.02 per share.
This offset the 38 Kobo gained by Golden Capital Plc during the session. The stock traded at N14.05 per unit compared with the preceding day’s N13.67 per unit.
Yesterday, the volume of securities soared by 557.2 per cent to 747,429 units from 113,728 units, the value of securities jumped by 934.0 per cent to N9.4 million from N375.7 million, and the number of deals increased by 35.5 per cent to 42 deals from 31 deals.
Great Nigeria Insurance (GNI) Plc remained the most active stock by value on a year-to-date basis, with 3.4 billion units valued at N8.4 billion, trailed by Infrastructure Credit Guarantee (Infracredit) Plc with 2.3 billion units exchanged for N6.5 billion, and CSCS Plc with 79.9 million units worth N5.8 billion.
GNI Plc also finished the session as the most traded stock by volume on a year-to-date basis, with 3.4 billion units transacted for N8.4 billion, followed by Infracredit Plc with 2.3 billion units traded for N6.5 billion, and Resourcery Plc with 1.1 billion units sold for N415.7 million.
