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Economy

Tough Times Await Promoters of Unregistered Investment Schemes

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unregistered investment schemes

By Dipo Olowookere

Promoters of Ponzi schemes and unregistered investment schemes in Nigeria may soon be in big trouble if the law being proposed by the National Assembly is passed into law and signed by the President.

On Thursday, a bill to amend the Investment and Securities Act 2007, sponsored by Mr Babangida Ibrahim, representing MalumFashi/Kafur Federal Constituency in Katsina State at the House of Representatives, scaled the second reading.

The amendment is titled A Bill for an Act to Repeal the Investments and Securities Act, 2007 and Enact the Investments and Securities Bill to Establish Securities and Exchange Commission as the Apex Regulatory Authority for the Nigerian Capital Market as well as Regulation of the Market to ensure Capital Formation, the Protection of the Market to ensure Capital Formation, the Protection of Investors, Maintain Fair, Efficient and Transparent Market and Reduction of Systematic Risk; and for Related Matters.

The bill intends to combat the menace of Ponzi schemes and ensure that the Securities and Exchange Commission (SEC) is well equipped to stem the tide.

According to Mr Ibrahim, there has been a lot of complaints by Nigerians on the activities of these schemes that promise unreasonably high returns and at the end of the day, they fleece Nigerians of their hard-earned money hence the need for more regulations to monitor them.

Under the proposed law, ‘A bill to repeal the Investment and Securities Act 2007 and to enact the Investments and Securities Act, 2021’ which passed the second reading at the floor of the House of Representatives yesterday, SEC will be empowered to address the challenges of Ponzi schemes.

Section 195 (1) of the Bill empowers SEC thus: “The Commission shall have the power to enter and seal up all prohibited schemes and shall obtain an Order of court to freeze and forfeit all assets of such schemes to the Federal Government of Nigeria.

“(2) The cost and expenses incurred under subsection (1) above shall be a first charge from the funds and properties of the illegal scheme including assets of its owners, promoters and or managers, whether acquired legitimately or otherwise.

“(3) For the purposes of this Bill, “prohibited scheme” including those commonly known as a Ponzi or Pyramid scheme means: (a)  Any investment scheme that pays existing contributors with funds collected from new contributors to the scheme promising high returns with little or no risk: i) Whether or not the scheme limits the number of persons who may participate therein, either expressly or by the application of conditions affecting the eligibility of a person to enter into, or receive compensation under the scheme; or ii) Whether the scheme is operated at a physical address or through the internet or other electronic means. (b) Any scheme where participants attempt to make money by recruiting new participants usually where: (i) the promoter promises a high return in a short period of time, and (ii) no genuine product or service is actually sold; or (iii) the primary emphasis is on recruiting new participants

“(4) The promoter(s) and operator(s) of any entity engaged in a prohibited scheme commits an offence and is liable upon conviction to imprisonment for a term of ten (10) years or a fine of N5,000,000 or both”.

According to Mr Ibrahim, “The current ISA 2007 is old and we all know a lot has happened between that time and now like technological advancements. The capital market has to be dynamic in today’s world in a bid to contribute its quota to national development and that is one of the reasons why we are pushing this.”

“A lot of things have happened between that time and now hence the need for an amendment. When that law came into existence we did not have derivatives and commodities markets as we do now, these are some of the issues that are necessitating this amendment.

“The plan is to make this Bill a little bit flexible so some national government can be able to approach the capital market to source for fund either for developmental projects,” he added.

Another part of the amendment is to increase the period within which a claim for compensation could be made for the Investor Protection Fund to six years from the date of occurrence of the defalcation, revocation, cancellation, insolvency or bankruptcy of the dealing firm. The period in the current Act is six months.

The objectives of an Investor Protection Fund is to compensate investors who suffer pecuniary loss arising from the insolvency, bankruptcy or negligence of a dealing member firm of a securities exchange; defalcation committed by a dealing member firm or any of its directors, officers, employees or representatives in relation to securities, money or any property entrusted to, or received or deemed received by the dealing member firm in the course of its business as a capital market operator; and revocation or cancellation of the registration of a dealing member firm.

According to the proposed amendment, two new subsections have been introduced to complement the existing provisions on the manner in which a claim to the investor protection fund can be made.

This is a departure from Section 213 (2) of the 2007 Act, which requires a claim for compensation to be made in the first instance to the securities exchange.

In addition, subsection (4) of the Act has been modified to take care of such preconditions for compensation as may have been prescribed by the Board of Trustees.

Specifically, it added that a verified claim must be paid by the investor protection fund to an investor within 14 days of such verification by the securities exchange.

It said, “A claim for compensation under this part of the Bill shall be made in writing to the board of trustees within 6 years from the date of occurrence of the defalcation, revocation or cancellation of the registration of the dealing member firm and insolvency or bankruptcy of the dealing member firm, and any claim which is not so made shall be barred unless the Commission otherwise determines.

“No action for damages shall lie against a securities exchange or against any member or employee of a securities exchange or of a board of trustees or management sub-committee by reason of any notice published in good faith and without malice for the purposes of this section.”

Mr Ibrahim expressed the optimism that when the Bill is passed into law, it would empower the SEC with the necessary backing to effectively regulate the capital market and emphasize the independence of the agency in line with the requirements of the International Organization of Securities Commissions (IOSCO).

Dipo Olowookere is a journalist based in Nigeria that has passion for reporting business news stories. At his leisure time, he watches football and supports 3SC of Ibadan. Mr Olowookere can be reached via [email protected]

Economy

Geo-Fluids Seeks Approval to Raise Share Capital to N25bn

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Geo-Fluids

By Aduragbemi Omiyale

One of the players in the hydrocarbon business in Nigeria, Geo-Fluids Plc, which trades its securities on the NASD OTC Securities Exchange, is planning to restructure its share capital with an increased of about 1,090 per cent.

Next Monday, the company will hold its Annual General Meeting (AGM) and one of the resolutions to be tabled to shareholders by the board is an authorisation for raising the share capital from N2.1 billion to N25.0 billion.

This is to be achieved by creating an additional 45,742,332,488 ordinary shares of 50 kobo each, each ranking pari passu in all respects with the existing ordinary shares of the firm.

Funds from this action would be used to expand the business scope to include hydrocarbons, mining, and natural resource development.

“That the share capital of the company be and is hereby increased from N2,128,833,756 to N25,000,000,000 ordinary shares of 50 kobo each, each ranking pari passu in all respects with the existing ordinary shares of the company,” a part of the resolutions read.

In addition, Geo-Fluids wants approval, “To undertake the business of bitumen production and processing in all its forms, including but not limited to the exploration, prospecting, drilling, extraction, refining, treatment, blending, storage, packaging, distribution, marketing, importation, exportation, shipping, transportation, trading, and general supply of bitumen, its derivatives, by-products, and ancillary materials; and to carry on all other related or incidental undertakings, services, or operations that may be considered advantageous, beneficial, or necessary for the advancement, expansion, or diversification of the bitumen industry.”

Also, it wants the authority of shareholders, “To engage in the acquisition, development, and management of mining assets and concessions for the purpose of exploring, extracting, processing, and producing hydrocarbons, oil and gas, minerals, and other natural resources; and to develop, mine, and process coal, industrial minerals, and other raw materials required for industrial, commercial, energy, or infrastructural purposes, together with all related activities necessary to ensure the effective exploitation, utilisation, and commercialisation of such resources.”

Further, it wants, “To operate and participate in all segments of the oil and gas value chain, including but not limited to the exploration, prospecting, drilling, extraction, refining, processing, storage, blending, supply, marketing, distribution, importation, exportation, transportation, shipping, and trading of crude oil, refined petroleum products, petrochemicals, liquefied natural gas, compressed natural gas, and other related hydrocarbons and derivatives; and to establish, own, operate, or participate in facilities, ventures, or partnerships that advance the energy and petroleum sector.”

At the forthcoming meeting, the organisation wants its name changed from Geo-Fluids Plc to The Geo-Fluids Group Plc.

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Economy

PENGASSAN Kicks Against Full Privatisation of Refineries

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NNPC Port Harcourt refinery petrol

By Adedapo Adesanya

The Petroleum and Natural Gas Senior Staff Association of Nigeria (PENGASSAN) has warned against the full privatisation of the country’s government-owned refineries.

Recall that the Nigerian National Petroleum Company (NNPC) is putting in place mechanisms to sell the moribund refineries in Port Harcourt, Warri, and Kaduna.

However, this has met fresh resistance, with the President of PENGASSAN, Mr Festus Osifo, saying selling a 100 per cent stake would mean the government losing total control of the refineries, a situation he warned would be detrimental to Nigeria’s energy security.

Mr Osifo said the union was advocating the sale of about 51 per cent of the government’s stake while retaining 49 per cent, which he described as being more beneficial to Nigerians.

“PENGASSAN, even before the time of Comrade Peter Esele, had been advocating that government should sell its shares. The reason why we don’t want government to sell it 100 per cent to private investors is because of the issue bordering on energy security,” he said on Channels Television, late on Sunday.

“So, what we have advocated is what I have said earlier. If government sells 51 per cent stake in the refinery, what is going to happen? They will lose control, so that is actually selling. But for the benefit of Nigerians, retain 49 per cent of it.“

The PENGASSAN leader maintained that if the government had heeded the union’s advice in the past, the oil industry would be in a better state than it is today.

He addressed  concerns in some quarters over whether investors would be willing to buy stakes in government-owned refineries, insisting that there are investors who would be interested.

“Yes, there are investors who surely will be willing to buy a stake in the refinery because our population in Nigeria is quite huge, and those refineries, when well maintained without political pressures and political interference, will work,” he said.

However, Mr Osifo warned that even if the government decides to sell a 51 per cent stake, it must ensure that a complete valuation is carried out to avoid selling the refineries cheaply.

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Economy

SEC Gives Capital Market Operators Deadline to Renew Registration

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Capital Market Institute

By Aduragbemi Omiyale

Capital market operators have been given a deadline by the Securities and Exchange Commission (SEC) for the renewal of their registration.

A statement from the regulator said CMOs have till Saturday, January 31, 2026, to renew their registration, and to make the process seamless, an electronic receipt and processing of applications would commence in the first quarter of 2026.

“These initiatives reflect our commitment to leveraging technology for faster, more transparent, and efficient regulatory processes.

“The commission is taking deliberate steps to make regulatory processes faster, more transparent, and technology-driven. We are investing in automation, database-supervision, and secure infrastructure to improve how we interact with the market,” the Director General of SEC, Mr Emomotimi Agama, was quoted as saying in the statement during an interview in Abuja over the weekend.

He noted that through the digital transformation portal, the organisation has automated registration and licensing end-to-end as operators can now submit applications, upload documents, and track approvals online, cutting down manual processing time and reducing the need for physical visits.

According to him, the agency has also rolled out the Commercial Paper issuance module, which allows operators to file documents, monitor progress, and receive approvals electronically while feedback from early users shows a clear improvement in turnaround time.

“Work is ongoing to automate quarterly and annual returns submissions, with structured templates and system checks to ensure accuracy. A returns analytics dashboard is also in development to support risk based supervision and exception reporting.

“To back these changes, we have started upgrading our IT infrastructure, servers, storage, networks, and security layers, to boost speed and reliability.

“Selective cloud migration is underway for platforms that need scalability and external access, while core internal systems remain on premisev5p for now as we assess security and cost implications.

“At the same time, we are strengthening data integrity and cybersecurity with vulnerability assessments and planned penetration testing once automation and migration phases are stable.

“These efforts show our commitment to building a modern, resilient regulatory environment that supports efficiency, investor confidence, and market stability,” he stated.

Mr Agama affirmed that the nation’s capital market was clearly on a path toward digital transformation adding that there is an urgent need for regulatory clarity on advanced technologies, targeted support for smaller firms, and capacity-building initiatives.

“A phased and proportionate approach to regulating emerging technologies such as AI is essential, complemented by internal readiness through supervisory technology tools.

“Furthermore, investor education, particularly among younger demographics, will be critical to future-proof participation and drive fintech adoption.

“Innovation is vital, but it must be accompanied by responsibility. As operators embrace automation, artificial intelligence, and data-driven tools, they bear a duty to ensure ethical, secure, and compliant deployment. Safeguarding investor data, preventing market abuse, and maintaining operational resilience are non-negotiable,” he declared.

The SEC DG said that ultimately, responsible technology adoption is about building trust, the cornerstone of our markets saying that trust thrives on fairness, transparency, accountability, and regulatory compliance.

He, therefore, urged operators to uphold these principles adding that it will not only protect investors and systemic stability but also strengthen the long-term credibility and competitiveness of the Nigerian capital market.

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