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SEC Indicts Ecobank over Corporate Governance Lapses

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Security and Exchange Commission (SEC) has told Ecobank Transnational Incorporated to come up with a one-year plan to iron out its governance issues, adding that it expected a quarterly report on progress.

SEC said that the bank had shown a lack of transparency in its recruitments that fostered conflicts of interest, and recommended it pick a new chairman who can tackle its “governance gaps”.

This is the outcome of an investigation into the alleged breaches and corporate governance practices within ETI in August 2013.

The Commission also engaged KPMG to supplement its efforts and make recommendations on the way forward.

SEC however, advised ETI that its findings constitute an important basis for convening an Extra – Ordinary General Meeting (EGM) of shareholders to deliberate and pass resolutions on the critical findings and recommendations of the corporate governance audit. 

The SEC further advises that the EGM should be held before the end of February 2014.

The SEC expects ETI to develop a one year remedial plan with specific measures to address the specific governance gaps observed. 

In the public interest, it will also expect a quarterly report from ETI on progress being made. 

The Commission believes that ETI will need to appoint a substantive Board Chairman who will lead the effort to attain an improved governance climate.  It will be important that such an appointment is the result of a credible selection process. 

Such a Chairman also needs to have the relevant experience and skills to guide this remedial plan.  The Chairman should have integrity, independence and should not have the potential for conflict of interest in the discharge of the role. 

Steps should also commence to ensure that ETI has Board members and a Management team that have the requisite skills and experience to oversee or manage the affairs of ETI at this time.

The SEC is certain that the implementation of the recommended remedial plan will eliminate the governance lapses and will further strengthen ETI.

The Commission also reiterates its commitment to ensuring the integrity of the market and the protection of the investing public.

This is coming against the backdrop of series of publications in the local and international media regarding breaches of corporate governance and allegations against the Board of Directors and certain principal officers of Ecobank Transnational Incorporated (ETI) (A company listed on the Nigerian Stock Exchange), the Securities and Exchange Commission pursuant to its core mandate of fostering the integrity of the Nigerian capital markets and ensuring adequate protection of the investing public.

The gaps identified from the review are the absence of a clear vision and strategy  to drive the institution; inadequate transparency in the recruitment procedures and mechanisms for Board members and executive staff which fostered conflicts of interest, weaknesses with respect to the tone – at – the – top; governance culture, communication, remuneration for Board members and executive level personnel, decision making, absence of dedicated channels for whistleblowers to report instances of anomaly, and the often compromised autonomy of governance mechanisms such as Internal Control, and the Audit and Compliance Committee of the Board.  

The Board specific weaknesses include; The Board’s ability to manage its own activities;

The Board’s role in monitoring management and evaluating its performance against defined goals;

The Board’s role in overseeing the achievement of ethical behaviour in the organisation;  and

The Board’s responsibility towards shareholders and other stakeholders and accountability for their interest.

Sequel to the findings of the audit, SEC held a meeting with members of the Board of ETI on Monday, 16th December, 2013 during which the results of the exercise were presented in order to elicit feedback from them. It was agreed at the meeting that such feedback should be made available to the regulator on or before Friday, 3rd January, 2014 ahead of the audit results being forwarded to ETI for dissemination to the bank’s shareholders.


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E-Financial

Zenith Bank Gets Regulatory Approval for Full Takeover of Paramount Bank

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Zenith Bank, Nigeria’s second biggest lender by market value, has received approval from the Competition Authority of Kenya (CAK) to acquire 100 percent of Paramount Bank Limited, clearing a key regulatory hurdle in its East African expansion drive.

In a statement on Thursday, CAK said the transaction is “unlikely to lead to a substantial prevention or lessening of competition in the market for the provision of banking services in Kenya” and would strengthen Paramount’s financial position, helping it meet enhanced core capital requirements over the long term.

The Kenyan regulator noted that the deal poses no risk of reduced competition in the country’s banking sector. Zenith currently has no banking operations in Kenya, while Paramount is a Tier III lender with a modest 0.2 percent market share.

“The approval is based on the Authority’s determination that the transaction is unlikely to harm competition, while any negative public interest concerns regarding employment can be addressed through mitigating remedies,” CAK added.

Paramount met the Central Bank of Kenya’s KSh3.0 billion core capital requirement in November last year, reporting KSh3.118 billion after raising KSh332 million from shareholders, according to Mwango Capital, a Nairobi-based research firm.

The deal reflects a broader shift among banks in East Africa’s largest economy as lenders seek growth opportunities beyond increasingly saturated home markets marked by weak credit expansion, rising regulatory costs, and intense competition.

While several global banks — including Standard Chartered and HSBC — have scaled back African operations over the past decade, Zenith’s move signals confidence in selective regional expansion, particularly in East Africa, where economic growth and financial inclusion trends remain supportive.

The banking group is also widening its continental footprint. Last month, the lender disclosed plans to expand into Ethiopia, Africa’s second most populous country, as it targets generating up to half of its profits outside Nigeria over the medium term.

Historically, Nigeria, the continent most populous nation contributed as much as 90 percent of the bank’s earnings, a dominance that is now gradually easing.

Data cited by The Africa Report show that profit contributions from foreign subsidiaries rose to 27 percent in the first nine months of 2025, up from 14 percent in 2024.

Nigeria’s banking recapitalisation drive is also pushing large lenders such as Zenith to deploy capital beyond their home market. In January 2025, Zenith — which holds an international banking licence — raised N350.4 billion ($242 million), lifting its paid-up capital to N614.6 billion ($425 million).

With higher capital buffers in place, banks are reassessing how best to deploy fresh funds as domestic earnings normalise following two years of windfall gains.

As part of the approval, Zenith has been required to retain Paramount’s 78 employees for at least 12 months after the transaction is completed.

The bank is listed on the Nigerian and London stock exchanges and operates across corporate, commercial, retail, and investment banking. Its international subsidiaries span the United Kingdom, Ghana, Sierra Leone, Gambia, the UAE, and China.

 


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Court Jails Ogiemwonyi, Stockbroker for Theft of $80,000, N953m Shares Proceeds

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Victor Ogiemwonyi, a Lagos stockbroker, and Partnership Securities Limited, his company, have been convicted for allegedly stealing shares worth N953 million and $80,000 belonging to one Mr. Arnold Onyekwere Ekpe, a former managing director of Ecobank Transnational Incorporated (ETI).

Court Jails Ogiemwonyi, Stockbroker for Theft of $80,000, N953m Shares Proceeds

Ogiemwonyi was convicted after he was found guilty of two-count charges bordering on stealing, contrary to Section 285(1), (9) (b) and (c) of the Criminal Law of Lagos State, 2011 slammed on him by the Economic and Financial Crimes Commission (EFCC).

Ekpe, through Messrs Margaret Onyema, his counsel, has sometimes in October 2016 in a petition to the EFCC alleged that he instructed the defendants to sell his 96,077,872 units of Ecobank Transnational Incorporated (ETI) shares, which were sold at the rate of N1,296,885,311.02.

But he said out of the proceeds of the sale, the stock broker paid only N300,000,000.00 to him while he dishonestly diverted the balance for personal use.

Following investigations, the defendants were charged with two counts of stealing.

Count one reads:

”Victor Ogiemwonyi and Partnership Securities Limited between the months of June, 2016 and September, 2016 at Lagos within the jurisdiction of this honourable court dishonestly stole the sum of N953, 535,861.57 (Nine Hundred and Fifty Three Million, Five Hundred and Thirty Five Thousand, Eight Hundred and Sixty one Naira Fifty Seven Kobo) being part of the proceeds of sale of 96, 077, 872 Ecobank Transnational Incorporated Shares, property of Mr. Arnold Onyekwere Ekpe”.

Count Two reads:

“Victor Qgiemwonyi and Partnership Securities Limited sometime between June, 2016 and July, 2016 at Lagos within the jurisdiction of this honourable court dishonestly stole the sum of USD$80,000.00 (Eighty Thousand United States of America Dollars) which formed part of the accrued dividends on 96, 077,872 Ecobank Transnational incorporated Shares, property of Mr. Anold Onyekwere Ekpe”.

At trial, the prosecution, led by Ola Sesan, called five witnesses and tendered 67 exhibits, all of which were admitted and marked by the court.

The defence, on its part, called three witnesses, including the first defendant.

Delivering judgment on Wednesday, Justice Modupe Nicole-Clay of the Lagos State High Court sitting in Ikeja, Lagos convicted Ogiemwonyi and his company, Partnership Securities Limited, guilty on all counts.

The court sentenced the first convict to pay a fine of N10 million, while the second convict was ordered to pay a fine of N20 million.

Also, the court directed the convicts to pay back the entire money stolen from the petitioner, both in naira and dollars.

Recall that Securities and Exchange Commission, SEC, had in 2017 banned Victor Ogiemwonyi, from operating in the capital market for life over alleged unprofessional conduct in the Nigerian capital market.

He was also banned for life from holding directorship position in any public company in Nigeria.

He was also ordered to pay a penalty of N100,000.

SEC said Ogiemwonyi was banned after he was found guilty of breaching Rule 1(iii) of the Code of Conduct for Capital Market Operators and Their Employees as contained in its Rules and Regulations made pursuant to the Investments and Securities Act 2007.

The ban also followed petition by EFCC to SEC accusing Ogiewonyi of misappropriation of about N1.24 billion, $80,000.00, stealing and dishonest conversion of proceeds of share sale belonging to an investor.

It was alleged that he used his company to dupe over 300 investors over N4.8 billion with Arnold Ekpe a former Managing Director of Ecobank Transnational Incorporated, ETI, being one of his victims.


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FCCPC Delists Non-Compliant Digital Lenders Post-January 5 Deadline

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Federal Competition and Consumer Protection Commission (FCCPC) has commenced enforcement actions against Digital Money Lending (DML) operators that failed to regularise their operations under the Digital, Electronic, Online and Non-Traditional Consumer Lending Regulations, 2025 (DEON Regulations).

FCCPC Delists Non-Compliant Digital Lenders Post-January 5 Deadline

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The commission withdrew the conditionally approved status of non-compliant DML firms and removed them from its official register of approved digital lenders, effective immediately after the January 5 compliance deadline.

FCCPC Executive Vice Chairman and Chief Executive Officer, Mr Tunji Bello, announced the measures on Wednesday, emphasising their role in upholding regulatory standards and ensuring certainty in Nigeria’s digital lending sector.

Mr Bello stated that the compliance window provided under the DEON Regulations, which took effect on July 21, 2025, had closed, paving the way for fair, orderly and due process-driven enforcement.

He noted that the actions target persistent issues such as exploitative loan recovery tactics, data privacy breaches, harassment of borrowers and anti-competitive practices that have plagued the sector.

The DEON Regulations, issued on September 3, 2025, under the Federal Competition and Consumer Protection Act 2018, mandate all non-bank digital lenders to register, adhere to fair interest rates, ethical debt recovery and robust data protection measures.

Non-compliance now attracts severe penalties, including fines up to N100 million or one per cent of annual turnover, operational restrictions, app store delistings and potential director disqualifications for up to five years.

As of late 2025, the FCCPC had granted full approval to 438 digital lending companies, with recent data indicating over 521 firms now under regulatory scrutiny post-deadline.

The commission’s phased crackdown involves collaboration with the Central Bank of Nigeria, Google and Apple for account freezes and global app removals targeting unregistered platforms.

Industry watchers described the enforcement as a landmark move to sanitise Nigeria’s fast-expanding digital credit market, which has seen rising borrower complaints despite earlier 2022 interim guidelines.

The FCCPC reiterated its commitment to balancing innovation with consumer protection, urging affected operators to swiftly meet requirements for reinstatement.


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