The Securities and Exchange Commission (SEC), on Friday evening directed the board of energy giant- Oando Plc to convene an Extra-Ordinary General Meeting (EGM) before July 1, 2019, to appoint replacements for Jubril Adewale Tinubu and Omamofe Boyo, Group Chief Executive and deputy, respectively.
This followed the outcome of the forensic investigation ordered by the commission and conducted by Deloitte & Touche, following petitions by two shareholders of Oando Plc, Gabriel Volpi and Alhaji Dahiru Mangal in 2017.
SEC announcing the sack said investigations conducted into the activities of Oando Plc, a company listed on the Nigerian and Johannesburg Stock Exchanges, unearthed “certain infractions of securities and other relevant laws.”
It listed some of the serious infractions “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.”
Both Tinubu and Boyo were ordered to resign from the board, besides being barred from holding board seat on any Nigerian public company for a period of five years, as part of measures to address identified violations in Oando Plc.
The SEC also directed the payment of monetary penalties by the company and affected individuals and directors, apart from refunding improperly disbursed remuneration by the affected board members to the company.
As required under Section 304 of the Investments and Securities Act, (ISA) 2007, the Commission said it would refer all issues with possible criminality to the appropriate criminal prosecuting authorities.
The commission further said that 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 statement added.
As the apex regulator of the Nigerian capital market, the SEC restated its zero tolerance to market infractions, while reiterating its commitment to ensuring the fairness, integrity, efficiency, and transparency of the securities market, thereby strengthening investor protection.