SEC Announces Far Reaching Decisions On The Investigation Of Oando Plc

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Friday, May 31, 2019   /  05:00PM  /  By SEC Management    / Header Image Credit: Oando

 

The Securities and Exchange Commission (SEC) of Nigeria, this evening published a press release on their website stating their decision(s) in respect of their two year investigation of petitions against Oando Plc. Below is a reproduction of the press release.

 

Following the receipt of two petitions by the Commission in 2017, investigations were conducted into the activities of Oando Plc (a company listed on the Nigerian and Johannesburg Stock Exchanges). Certain infractions of Securities and other relevant laws were observed. The Commission further engaged Deloitte & Touche to conduct a Forensic Audit of the activities of Oando Plc.

 

The general public is hereby notified of the conclusion of the investigations of Oando Plc.

 

The findings from the report revealed serious infractions such as false disclosures, market abuses, misstatements in financial statements, internal control failures, and corporate governance lapses stemming from poor board oversight, irregular approval of directors’ remuneration, unjustified disbursements to directors and management of the company, related party transactions not conducted at arm’s length, amongst others.

 

As part of measures to address these violations, the Commission has directed as follows:

  1. Resignation of the affected Board members of Oando Plc,
  2. The convening of an Extra-Ordinary General Meeting on or before July 1, 2019, to appoint new directors,
  3. Payment of monetary penalties by the company and affected individuals and directors,
  4. Refund of improperly disbursed remuneration by the affected Board members to the company,
  5. Bar of the Group Chief Executive Officer (GCEO) and the Deputy Group Chief Executive Officer (DGCEO) of Oando Plc from being directors of public companies for a period of five (5) years. 

 

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As required under Section 304 of the Investments and Securities Act, (ISA) 2007, the Commission would refer all issues with possible criminality to the appropriate criminal prosecuting authorities.

 

In addition, other aspects of the findings would be referred to the Nigerian Stock Exchange (NSE), Federal Inland Revenue Service (FIRS), and the Corporate Affairs Commission (CAC).

 

The Commission is confident that with the implementation of the above directives and introduction of some remedial measures, such unwholesome practices by public companies would be significantly reduced.

 

Therefore, in line with the Federal Government’s resolve to build strong institutions, Boards of public companies are enjoined to properly perform their fiduciary duties as required under extant securities laws.

 

The Commission, as the apex regulator of the Nigerian capital market, maintains its zero tolerance to market infractions, and reiterates its commitment to ensuring the fairness, integrity, efficiency and transparency of the securities market, thereby strengthening investor protection. 

 

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Proshare Reports  - Oando Investigation

1. Download Full (PDF) Report - Memo to The Market: The Oando Corporate Journey – At The Regulators Gate 

2. Download (PDF) Report - SEC Technical Committee on Oando Plc 2017  (Dec 04, 2017)

3. Review of the SEC Technical Committee Recommendations, Opinion and Final Report

 

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Quick Recall of Past Market Memorandum(s)

1.       Beyond The Noise: MTN’s Post Listing Reactions, Gaps in Rules and Lessons LearntMay 25, 2019

2.      The Bull in the China Shop – A New Paradigm in the Banking Sector (analysis of the SLS Intervention) ... - Proshare Aug 21, 2009

3.      Fundamental Considerations for Capital Market Reforms in Nigeria ... - Proshare Sept 06, 2010

4.      Memo to the Market: Reappointing Arunma Oteh as DG, SEC - Proshare Dec 31, 2014

5.      Where Nigeria got it Wrong - Proshare Dec 01, 2014

6.      Leadership, Change and Corporate Transformation – The Nigerian Experience ... - Proshare Nov 07, 2017  

 

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List of Appendix

1.  Corporate Governance Rating System (CGRS)
2.  Facts Behind the Figures (FYE 2016 & Q1 2017 Performance Review)
3. Oando Plc Half Year Update Call (FYE 2015 & Q1 2016 Performance Review)
4. NSE X-Compliance Report February 21, 2014

5. NSE X-Compliance Report August 7, 2015   

 

Proshare Nigeria Pvt. Ltd. 


Related News on Oando

1.       Memo to The Market: The Oando Corporate Journey – At The Regulators Gate

2.      Oando PLC Announces YTD September 2017 Results; Gives Operational Highlights

3.      Oando Plc state Positions on the Securities and Exchange Commission Alleged Findings

4.      Oando Secures Court Injunction, restraining SEC, NSE

5.      Oando Shares Now Available for Trading, No Price Movement During Technical Suspension

6.      JSE Follows NSE, Suspends Trading in the Shares of Oando Plc

7.      Oando Gives Holding Response on SEC’s Directive to NSE to Suspend Trading of Its Shares

8.     Oando PLC’s Official Statement on the SEC’s Directive to The NSE to Suspend Trading of Its Shares

9.      NSE, SEC Confirm Decision To Suspend Trading On The Shares of Oando Plc

10.  Trading on the Shares of Oando Plc Suspended; Reasons Unknown

11.   Oando Gas & Power Rebrands as Axxela

12.  House of Reps gives SEC Two weeks to submit Report on Oando PLC

13.  Oando Plc. - AGM Resolution

14.  Oando Plc holds 40th AGM, engages Shareholders on the Progress of its Restructuring Plan

15.   Oando Plc's 40th AGM To Hold As Planned Following SEC Confirmation

16.  Oando Plc to Hold 40th AGM on Sept 11, 2017

17.   Oando Plc Issues an Update on Claims of a SEC Investigation

18.  OANDO Declares N4.56bn Profit in Q2 2017 Results,(SP:N7.80k)

19.  Oando Issues Press Release over SEC Investigation

20. Corporate Earnings for the Week Ending 140717 – UCAP declares N1.99 billion Profit in Q2'17 Results

21.  SEC Investigating Oando Plc

22. OANDO Plc Announces Closed Period

23. Oando Provides Clarifications on its Refinery Ambitions

24. OANDO Declares N1.71bn Profit in Q1 2017 Results,(SP:N5.80k)

25.  OANDO Plc Announces Closed Period

26. Oando Plc to Hold 2016 AGM on Tuesday 2nd August

27.  Oando Plc Key Highlights on Q4 15 and Q1 16

28. OANDO Concludes Recapitalization Partial Divestment of Equity Stake in Its Downstream Operations

29. Material Uncertainty May Cast Doubt on Oando’s Ability to Continue as a Going Concern – Ernst & Young

30. OANDO Releases Q4 15 and Q1 16 Results Declares N4.10bn PAT in Q1 SP N6.50k

31.  Oando Plc Secures 5 Year N94.6 Billion Medium Term Facility with 10 Nigerian Banks

32. Oando explains what Deregulation of Petrol Price means for its Downstream Operations

33. OANDO to acquire OER Minority Shares for a Consideration of US 1.20 per share in Cash

34. The Corporate Governance Rating System – Proshare

35.  ETI, Oando Plc under Fire over Ownership, Governance

 

Related News on SEC Laws and Corporate Governance

36. The-Market-Memorandum---Fundamental-Considerations-for-Capital-Market-Reforms-in-Nigeria/2910

37. Corporate Governance and Directors' Remuneration

38. SEC Proposes New Rules & Amendments to Rules on Book Building, Corporate Governance

39. Good Corporate Governance is Good Business

40. SEC, Udo Udoma And Corporate Governance: The Fact Files

41.  Enabling Law – Investment and Securities Act (ISA) 2007

42. SEC Nigeria’s Executed Rules and Regulations as at June 2017

43. SEC Nigeria’s Consolidated Rules and Regulations as at 2013

44. Code of Corporate Governance for Public Companies_4 April 2011

 

Related News on Oando from Other Sources

45.  N236bn Liability: Oando Shareholders Protest in Ibadan – Independent

46. Intel’s Volpi Steps Up Battle Against Wale Tinubu over Control of Oando - ThisDay

47.  Suspension of OANDO PLC – SEC

48. Oando Shareholders Set To Sack Wale Tinubu, Board – Independent

49. Notice to the General Public on Oando Plc – SEC

50. So what’s happening at Oando (2)? – Business Day

51.   So what’s happening at Oando (1)? – Business Day

52.  The inside story: Why SEC ordered a Forensic audit of Oando Plc – Business Day

53.  CorporateStories: Under siege, the battle for Oando - Nairametrics

54.  Oando and IAS 24: What the law cannot do by @Doubleeph - Nairametrics

 

Acknowledgement/Research Links

55.  Securities and Exchange Commission, Nigeria  

56.  The Nigerian Stock Exchange

57.  Oando Plc

58. Convention for Business Integrity

59.  Vetiva Capital Management Ltd

60. Oando’s Investors Relation Page - TheAnalyst

61.  Oando Plc Audited Financial Statements – 2012

62. Oando Plc Audited Financial Statements - 2013

63. Oando Plc Audited Financial Statements - 2014

64. Oando Plc Audited Financial Statements - 2015

65. Oando Plc Audited Financial Statements - 2016 

 

Proshare Nigeria Pvt. Ltd.


Proshare Nigeria Pvt. Ltd.

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