SEC Tasks Shareholders to Raise Relevant Observations at AGMs
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.
