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Economy

SEC Tasks Shareholders to Raise Relevant Observations at AGMs

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By Aduragbemi Omiyale

Shareholders, especially those under registered groups, have been tasked by the Securities and Exchange Commission (SEC) to endeavour to raise relevant observations on key areas at the Annual General Meetings (AGMs) of companies listed on the stock exchanges.

The Director-General of SEC, Mr Lamido Yuguda, said this could be achieved by carefully reviewing audited reports and accounts of listed organisations prior to such yearly shareholders’ gatherings, urging them to uphold high ethical standards and promote new strategies to strengthen accountability among market participants in the Nigerian capital market.

According to Mr Yuguda, in 2016, pursuant to Section 8(y) of the Investments and Securities Act (ISA), the commission released a Code of Conduct for members of shareholders’ associations to guide their conduct during general meetings of public companies and their relationship with public companies outside the general meetings, and for other purposes connected therewith.

He said this code was still in force, noting that it is intended to ensure the highest standard of conduct amongst members and the companies with whom they interact as bona fide shareholders.

“The code is designed to ensure that association members uphold high ethical standards and make positive contributions in ensuring that the affairs of public companies are run in an ethical and transparent manner in compliance with the Nigerian Code of Corporate Governance and the SEC Corporate Governance Guidelines.

“I urge you to continue to abide by this Code of Conduct for Members of Shareholders’ Associations by being disciplined and ensuring good governance,” the SEC DG said at the 2022 edition of the Independent Shareholders Association of Nigeria (ISAN) Triennial Delegates Conference held in Lagos recently.

“We, therefore, urge this association to continue to improve performance of the function of monitoring of companies to contribute to their growth by reviewing Audited Reports and Accounts prior to AGMs to raise germane observations on key areas,” he added.

Mr Yuguda also urged the shareholders to continue to promote their core activities which centre on minority shareholder protection, advancement of corporate governance and development of a deep and robust capital market.

He described the theme of the conference, which focuses on reforming the judicial system in order to stabilise and encourage the growth of the Nigerian economy, as very important and relevant to the growth and development of Nigeria.

The DG commended the shareholders for the excellent support the agency has received from the various shareholder associations in the country, especially ISAN.

“ISAN is one of the largest and foremost shareholders’ advocacy groups in the country. We are proud to be associated with your core activities which centre on minority shareholder protection, advancement of corporate governance and development of a deep and robust capital market,” he said.

“The judiciary has also been contributing to the development of the capital market through its role of adjudicating over matters involving stakeholders in the capital market. As the SEC continues its important regulatory work of protecting both foreign and domestic investors who invest their funds in the Nigerian capital market, we will continue to partner with and engage the judiciary and other relevant stakeholders,” Mr Yuguda noted.

He stated that in an increasingly competitive global environment for capital flows, foreign investors consider the strength and independence of a regulator in their investment decisions, stressing that it is, therefore, a matter of urgent national priority to continue to send the right signals to the investing world that the Nigerian capital market is indeed soundly regulated by a strong and independent SEC, devoid of conflicting interference from any arms of government.

“The SEC is happy to have, over the years, enjoyed the support of the Nation’s courts in the quest to build a vibrant capital market that can contribute to achieving our national objectives.

“The judiciary’s important work impacts market integrity, investor confidence, market development and market fairness. It is clear that without the fair, prompt and effective dispensation of justice, capital markets can never develop. Therefore, in our quest to develop a vibrant capital market in Nigeria, we cannot afford to overlook the central role of the Judiciary,” he said.

However, the SEC DG stated that there was room for reform in the judiciary, especially on issues around investor protection and dispute resolution mechanisms in the Nigerian capital market, adding that the commission supports this reform and is happy to play a role in it.

“As a regulator of this dynamic market, the commission is focused on facilitating capital raising for sustainable national development and transformation of Nigeria’s priority economic sectors, thereby effectively contributing to the national economy.

“Our focus has always centred on the creation of an ecosystem whereby issuers, whether government, entrepreneurs and other businesses, can access capital efficiently. The process of raising money through the capital market plays a vital role in our economy and will help bring nascent ideas to life,” he added.

Economy

SEC Suspends Centurion Registrars for Capital Market Infractions

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Centurion Registrars Limited

By Adedapo Adesanya

The Securities and Exchange Commission (SEC) has announced the suspension of Centurion Registrars Limited, including its directors and sponsored individuals from the capital market.

The suspension was announced by the commission in a statement titled Additional Enforcement Measures on Erring Capital Market Operators.

The SEC stated, “All clients of Centurion Registrars are advised to contact Africa Prudential Plc for guidance.”

This is not the first time Centurion Registrars has had issues with the Nigerian government as it was convicted in 2022 by a Special Offences Court in Lagos over fraud involving N206.5 million stocks after it was arraigned by the Economic and Financial Crimes Commission (EFCC).

The latest action of the SEC on the company is part of the agency’s broader efforts in 2025 to crack down on capital market operators it deems illegal to sanitise the investment environment in Nigeria.

Recall that the regulator revoked the registration of Mainland Trust Limited as a capital market operator, citing regulatory non-compliance and outstanding complaints against the company.

In a related development, the commission also said it would publish the names of Capital Market Operators who violate market regulations in its Name and Shame journal.

The SEC said the decision reflects a zero-tolerance policy for infractions in the capital market and aligns with newly revised enforcement strategies.

According to the notice, “The publication will be in addition to the sanctions and penalties for the respective infractions prescribed in the ISA 2007 and the SEC rules and regulations.”

Business Post had reported that the SEC listed mainstreaming the Nigerian capital market into the economy as its top priority in 2025.

Mr Emomotimi Agama, the Director General of SEC, said this in his New Year 2025 message to the capital market community on Monday.

He also said the commission would intensify efforts to eliminate Ponzi and pyramid schemes, thereby fostering an environment for genuine investment opportunities to thrive in 2025.

He said that protecting investors remained a cornerstone of the commission’s mission.

Mr Agama also said that the commission would prioritise key initiatives aimed at deepening market integrity, enhancing investor confidence and driving economic growth.

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Economy

MTN Anticipates Higher Earnings from Nigerian Operations After Tariff Hike

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By Adedapo Adesanya

The MTN Group expects its Nigerian subsidiary, MTN Nigeria Plc, to witness a significant increase in revenue after the federal government, through the Nigerian Communications Commission (NCC), approved a 50 per cent hike in tariffs for data, voice, and SMS.

In a statement on Monday, the telecommunications group said it experienced increases across its service revenue, earnings, cash flow and leverage all improved in the second half of last year.

However, across the entire Africa spread, it reported a loss after tax of 11.2 billion Rand for its 2024 financial year, a significant decline from the 4 billion Rand profit in 2023, attributing this to the devaluation of the Naira and impairments relating to the conflict in Sudan.

Meanwhile, service revenue rose by 14 per cent in constant-currency terms but was down 15 per cent in reported Rand terms.

According to the numbers, MTN Nigeria’s service revenue was up by 35.6 per cent and is expected to increase in 2025 after tariff adjustments were implemented in February 2025.

Recall that following the approval granted by the Nigerian Communications Commission (NCC) in January, MTN revised prices last month, even going beyond the approved 50 per cent in some of its increments.

For internet data, MTN’s 1.8GB monthly plan is now 50 per cent higher than the previous rate at N1,500. Before now, the package was 1.5GB priced at N1,000.

In addition, the company has raised its 15GB plan to N6,500 from N4,500, while its 20GB plan has been adjusted to N7,500, up from N5,500.

Customers who use larger bundles will pay more comparatively as the 365-day 1.5TB plan jumped by 60 per cent from N150,000 to N240,000, and the 600GB 90-day plan also increased by 60 per cent from N75,000 to N120,000.

In Nigeria, the group said it renegotiated tower lease contracts, which allowed MTN Nigeria to better manage adverse macroeconomic impacts on the business.

“This underscores our dedication to transformation and creating shared value and remains integral to our future success,” the MTN Group President and CEO, Mr Ralph Mupita said.

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Economy

NECA Kicks Against Hike in Private Firms Levies

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By Adedapo Adesanya

The Nigeria Employers’ Consultative Association (NECA) has condemned the Financial Reporting Council of Nigeria over the imposition of high annual dues on private and non-quoted companies.

According to a statement, NECA warned that the move could cripple businesses and stifle economic growth, noting that the new policy significantly increased the annual dues of private firms from N1 million to as high as N100 million, depending on their turnover.

“This outcry follows the implementation of the Financial Reporting Council Amendment Act 2023 (FRC Act), which expanded the scope of companies under the FRC’s regulatory oversight,” the statement said.

Business Post reports that publicly listed companies’ dues remain capped at N25 million.

In a statement, NECA’s Director-General, Mr Adewale-Smatt Oyerinde, denounced the move as unjust and contradictory to the federal government’s efforts to enhance Nigeria’s business environment, attract investment, and create jobs.

He warned that the increased financial burden on private firms, already struggling with multiple taxation, regulatory bottlenecks, and rising operational costs, could force many to shut down or downsize.

“This policy is a direct contradiction to the Ease of Doing Business agenda and sends a negative signal to investors,” Mr Oyerinde stated.

“Many companies, especially in manufacturing, trading, and essential services, operate on thin margins. Adding such arbitrary financial demands increases the risk of layoffs, business closures, and an economic downturn,” he added.

Mr Oyerinde further noted that regulatory unpredictability discourages both local and foreign investments, weakening Nigeria’s global competitiveness.

“If regulatory agencies can impose arbitrary levies without due consultation, it erodes investor confidence and pushes businesses to the brink,” he added.

NECA urged the federal government and the National Assembly to immediately suspend the enforcement of the new levies and revert to the previous N1 million fee structure pending a comprehensive review.

Mr Oyerinde also called for an urgent legislative amendment to the FRC Act to eliminate ambiguities and ensure fair and transparent oversight.

He called for dialogue between the federal government, the Ministry of Industry, Trade and Investment, and key stakeholders, including NECA, the Manufacturers Association of Nigeria (MAN), and the Nigerian Association of Chambers of Commerce, Industry, Mines, and Agriculture (NACCIMA), to establish a more sustainable and justifiable compliance framework.

“The private sector is the backbone of our economy, and policies that hinder its growth will ultimately harm national development. The government must prioritize economic sustainability over excessive regulation.

“With growing discontent from businesses over multiple taxation and excessive levies, pressure is mounting on the federal government to reconsider the FRC’s new financial demands to avoid worsening Nigeria’s already fragile economic climate,” Mr Oyerinde warned.

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