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SEC, Others Cautioned On Cost Saving Measures, AGM Reports Dispatches

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(L-r): Misan Kofi-Senaya, CEO, Datamax Registrars Ltd, Siyanbola Oladapo, president of Anco, pst. (Mrs) Joy Umo, Dr. Mike Umo, general manager, Bulkpost Venture (BPV) and the host, Dr. Simon Emeje, senior assistant postmaster general and head of Courier Regulatory Department (CRD), (Mrs) Oyebodejo Lola, immediate past president, ICMR and Mrs. Molokwu Uche, head, Lagos Zonal Office of the Securities and Exchange Commission (SEC) during Bulkpost Venture’s Customers Forum and Dinner Night held in Lagos rece
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Due to the diverse shareholding of public companies, a well regulated environment is paramount for efficient operation and adequate protection of investors’ funds, however, the Securities & Exchange Commission (SEC), the apex regulator for the capital market (CM), the Bulkpost Ventures (BPV) of the Nigerian Postal Service (NIPOST), the courier operators and ultimately, the shareholders, are expected to play the game according to the industry’s rule, to avoid losses.

The lingering issue resonated at the Bulkpost Venture Customers’ Forum/Dinner Night held in Lagos recently, where the regulator, the operators and the shareholders sat to discuss on the topic, “Cost Saving Measures And The Capital Market Rules: The Role Of Securities And Exchange Commission In The Dispatch Of Annual Reports And Notices To AGM To All Shareholders”.

However, shareholders and courier operators are of the view that whatever measures reeled out must contain provisions for the protection of the minority or the shareholders in the industry, while upholding their fundamental rights.

Essentially, stakeholders have over the years used the Forum to throw up, brainstorm on and address critical issues that touch the basics of capital market, while professionals have discussed issues ranging from mail-handling, mail-security, addressing system, crime and its prevention, conversion of warrants, safe delivery of capital market mails, among others.

This year’s forum was no difference as arguments swung from left to right, with SEC seeking for safety from literal ‘missiles’ emanating from shareholders, courier companies and even NIPOST.

The Issues:

Setting the ball rolling, Mallam Mori Baba, postmaster general of the Federation (PMG), said the Service chose to take up its responsibility primarily in the best interest of the Capital Market and the shareholders in general.

Mori Baba represented by Dr. Simon Emeje, senior assistant postmaster general and head of Courier Regulatory Department (CRD), said that the topic for the day was a true reflection of the concern of the Venture as a key player, about the happenings in the CM, and their effects on the general well-being of all the industry and shareholders.

He said, “This is more-so as we, corporate entities and/or individuals, are all in one way or the other affected by this measure either as regulators, operators and/or shareholders. Consequently, some fundamental questions the theme for this year’s programme has thrown up and hopefully would be addressed by the chief regulator of the capital market should include but not limited to should cost saving measure result in breaking established statute rules with impunity? In whose interest is the cost saving measure if shareholders are denied access to information concerning their companies?”

The PMGF also sought to know, “Is provision not made for the printing and dispatch of the reports and notices in the company’s account? What happens to such fund afterwards? Is this cost saving measure not an infringement on the fundamental rights of the shareholders? What is the effect on the shareholders, especially the capital market mail delivery chain? Why has the regulator no punished erring companies as a deterrent?”

He also said that, “SEC should in the interest of fair play, justice and equity address the mind boggling issues once and for all”.

Dispatch Of Annual Reports & Benefits: SEC’s Role

Ms Arunma Oteh, director general of SEC (Nigeria) DG represented by Mrs  Molokwu Uche head, SEC, Lagos Zonal Office, admitted that given the diverse shareholding of public companies, a well regulated environment is required for efficient operation and adequate protection of investors funds.

She added that “Governments worldwide set up various regulatory bodies to enhance performance”.

In Nigeria, SEC is the apex regulator for the capital market, Corporate Affairs Commission, Financial Reporting Council, Nigerian Stock Exchange (NSE) a Self regulatory body amongst others.

She said that, the responsibility for evolving specific cost savings strategies for optimal performance, however, lies with individual corporate organisations.

Taking solace on SEC and CAC Rules as regard dispatch of reports and benefits, Molokwu, invoked ISA No.29 of 2007 where SEC was charged to focus “on  adequate disclosure from market participants to enable informed  decision making while Corporate Affairs Commission (CAC) as empowered by Companies & Allied Matters Act (CAMA)2004 has responsibility for ensuring adequate framework for corporate organizations in Nigeria (incorporation and winding up as well as provisions with respect to meetings, procedures, financial statements, shares etc.)

“CAMA 217 Notice of meetings – twenty one days from the date on which the notice was sent out. CAMA 220 Service of notice: A notice may be given by the company to any member either personally or by sending it by post to him or to his registered address.

Challenges And Global Trends On Cost Saving

The keynote speaker said that, “SEC rules support cost saving measures by allowing electronic dispatch of documents to shareholders. The rules are not static but are subject to amendment as issues deserving consideration are brought up. Inputs from stakeholders are solicited and deliberated upon before finalization”.

Other challenges she mentioned are, reoccurring problems with mail distribution system; sharp practices of some courier companies still with many undelivered mails; compact disks’ now in use  for companies annual reports; website for Information  sharing – a growing trend.

She added that SEC’s key responsibility is shareholders’/investors’ protection hence   empowered by ISA  it has the responsibility of releasing rules that are fair, objective and in the interest of investors  in particular .

“The Commission is poised to provide an enabling environment for an efficient capital market in Nigeria. All hands however must be on deck for the actualization of a growing market where   efficient performance through adequate cost saving measures is the watch word”.

In spite these explanations, Mr Bayo Adeleke, general secretary, Independent Shareholder Association of Nigeria (ISAN), said SEC’s regulatory framework has been skewed against the shareholders, especially those with fewer units of shares in companies.

He wondered why SEC thinks digitalization of annual reports is the ultimate hence majority of the shareholders cannot be able to afford the gadgets that will aid them in digesting the minutes, like laptops, or tablets.

To him, the agenda is for the rich among them; hence connectivity is still a big issue with regards website postage of annual reports.

To save cost, Adeleke suggested that nobody is allowed to buy less than 100, 000 unites of shares during the public offers; this is to curtail the printing of over 500 pages of annual report for individuals with as low as seven unites of shares.

Reacting on the debates, particularly on late delivery of mails, Dr, Mike Umo, general manager, Bulkpost Venture (BPV) and the host, said, “What they are saying is not correct. The problem is that the concerned authorities are not sticking to the 21 days as spelt out in the law. We want revenue, so whenever they bring the mails, especially the annual reports, we will collect and deliver them. The fact remains that we do no keep any mail more than 24 hours.

“Most times, we even employ people from outside. They will always want to hide under Bulkpost, when they cannot give reasons for not delivering”.

On the shortage of annual reports, he said, “It is an obvious situation that companies do not print annual report to go round the shareholders. What SEC representative said that any infraction should be reported and addressed; the thing is an obvious situation, whether CD or hardcopy, it is the same story. As the GM of Bulkpost, I have no right to go and report to SEC, rather the shareholders.

Nodding in agreement, Mr. Okey Ubah, managing director and chief executive officer of Ebony Express Limited, said that, the cost saving measures been brandished by the SEC can only be applicable when issues concerning the profitability of stakeholders in the sector are taken into cognizance.

He cited the ban on commercial motorcycles in States like Lagos, Port Harcourt, among others, as inimical to their operations.

He asked, “Why is that certain policies and laws been put in place by the Government and the Agencies do not look into the cases of certain stakeholders or practitioners in the industry. With the ban on commercial motorcycles and heightened by operations of overzealous security agencies; that aside, SEC should know that before adopting any cost saving measure, it should not be skewed against practitioners like courier companies. Remember, we are talking about job cut, because when companies cannot see jobs to deliver they will resort to downsizing”.

According to Ubah, for the issues to be addressed, they should be more engaging platforms where representatives of the regulator, the operators and the shareholders can discuss on way forward.  

Since Bulkpost Venture debuted in year 2000 as a marketing outfit of NIPOST, it has continuously organized the Forum, meeting its social obligations to the teeming customers.

BPV uses the opportunity to reward individuals and organizations and bring up issues that are germane for academic discussion.
 


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E-Financial

EFCC Seeks Suspension, Prosecution of Banks for Aiding N162Bn Crypto Scams

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Economic and Financial Crimes Commission (EFCC) has called for the suspension and prosecution of deposit banks, Fintechs and microfinance banks aiding and abetting fraudsters in defrauding Nigerians through fraudulent schemes.

EFCC Seeks Suspension, Prosecution of Banks for Aiding N162Bn Crypto Scams

Wilson Uwujaren, director of Public Affairs of the Commission, made the call in Abuja, on the sidelines of a recent news briefing about negligence and compromise of the financial institutions that cost victims billions of naira.

Uwujaren said that the commission uncovered widespread compromise within Nigeria’s financial system, involving an N18.7 billion investment scam and fraudulent transactions of N162 billion in cryptocurrencies.

He accused one new-generation bank, six Fintechs and some microfinance banks of aiding and abetting fraudsters in laundering their proceeds.

“It is worrisome that investigations by the commission showed that cryptocurrency transactions to the tune of N162 billion passed through a new generation bank without any due diligence.

“Investigations also showed that a single customer maintained 960 accounts in the new generation bank, and all the accounts were used for fraudulent purposes.”

He said that the financial institutions clearly compromised banking procedures and allowed the fraudsters to safely change their ill-gotten gains into digital assets and move them to safe destinations.

“The Commission is calling on regulatory bodies to bring financial institutions to compulsory compliance with regulations in the areas of Know Your Customers (KYC), Customer Due Diligence (CDD), Suspicious Transaction Reports (STRs) and others.

“Deposit money banks, Fintechs and microfinance banks found to be aiding and abetting fraudsters should be suspended and referred to the EFCC for thorough investigation and possible prosecution,” he said.

He said that the scams of N18.7 billion were in two categories, adding that the first was a syndicate of fraudsters that employed an airline discount scheme to lure their victims.

The second one, according to him, involved a company named Fred and Farid Investment Limited, simply called FF Investment, which lured Nigerians into a bogus investment arrangement.

“The modality of the fraudsters in the airline scam involved a string of carefully devised airline discount information that any unsuspecting foreign traveller will fall for.

“What they do is to advertise a discount system in the purchase of flight tickets of a particular foreign carrier.

“The payment module is designed in such a way that their victims would be convinced that the payment is actually made into the account of the airline.

“No sooner is the payment made than the passenger’s entire funds in his bank account are emptied.”

He said that over 700 victims had fallen into the trap of fraudsters through the scheme with a total loss of N651.1 million.

Uwujaren said that the commission succeeded in recovering and returning N33.63 million to victims of the scam and cautioned Nigerians to be more vigilant.

The second scheme, according to him, involved a company named Fred and Farid Investment Limited, simply called FF Investment, which lured Nigerians into bogus investment arrangements.

“More than 200,000 victims have been defrauded in this regard.  A total sum of N18.1 billion was raked in through nine companies offering diverse investment packages.”

Uwujaren said that foreign nationals are behind the schemes, with three Nigerian accomplices who have been arrested and charged in court.


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Fitch Downgrades Afreximbank to ‘BB+’/Stable Amid Concerns Over Ghana’s Debt

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Fitch Ratings has downgraded African Export-Import Bank’s (Afreximbank) Long-Term Issuer Default Rating (IDR) to ‘BB+’ from ‘BBB-’.

Fitch also downgraded Afreximbank’s Short-Term IDR to ‘B’, from ‘F3’, and the long-term ratings on the bank’s global medium-term note programme and debt issuance to ‘BB+’, from ‘BBB-’.

The global rating institution subsequently withdrew the bank’s ratings.

In a statement posted on its website, Fitch explained that the downgrade “reflects our revision of Afreximbank’s policy importance risk to ‘medium’ from ‘low’ following the announcement of an agreement on Ghana’s debt to Afreximbank in the context of Ghana’s broader restructuring”.

It said, “This has led us to revise our assessment of Afreximbank’s business profile to ‘high risk’ from ‘medium risk’, which resulted in an overall business environment notching of -3 (-2 previously).”

Essentially, a BB+ /Stable rating from Fitch is considered non-investment grade, also known as high-yield or “junk”.

The statement added, “Fitch has chosen to withdraw the ratings for commercial reasons. Fitch will no longer provide ratings or analytical coverage for the bank.”

In arriving at its decision, Fitch stated, “Afreximbank and Ghana announced in December 2025 that they had reached an agreement in principle with respect to Afreximbank’s $750 million sovereign loan to Ghana.

“The IMF stated that the deal is in line with the comparability of treatment under Ghana’s official creditor committee. We view this as evidence that Afreximbank did not benefit from its preferred creditor status (PCS).”

It said, “While we had not previously given any uplift in our solvency assessment for PCS, the de-facto preferential treatment in a broader sense that Afreximbank, along with most other multilateral development banks, benefit from was previously factored into our assessment of the bank’s policy importance.

“The bank’s inclusion in Ghana’s restructuring underlines its weakening policy importance, in our view.”

The rating institution also said, “Our latest assessment of Afreximbank’s ‘high’ business profile risk underpins the ‘high risk’ quality of governance assessment, and ‘high’ strategy risk.

“The ‘high risk’ business environment assessment reflects the bank’s exposure to a ‘high risk’ operating environment with weak credit quality, low income per capita and high political risk in the countries of operation.”

It explained that the ratings were driven by the bank’s Standalone Credit Profile (SCP) of ‘bb+’, reflecting the lower of the solvency (bbb+) and liquidity (a) assessments and its ‘high risk’ business environment.

The statement added that the solvency assessment balanced the bank’s ‘strong’ capitalisation and ‘moderate’ risk profile.

Fitch stated, “Afreximbank’s ‘bbb+’ solvency assessment reflects both ‘strong’ capitalisation and ‘moderate’ solvency risks. Our assessment of capitalisation is underpinned by a ‘moderate’ usable capital to risk-weighted assets (21 per cent at end-2024) ratio, a ‘strong’ equity to assets and guarantees ratio (19 per cent) and ‘excellent’ internal capital generation.

“The ‘moderate’ solvency risks assessment reflects ‘high’ credit risk, ‘weak’ risk management policies, ‘low’ concentration risk and ‘very low’ equity risk.

“Afreximbank’s ‘a’ liquidity assessment reflects the ‘strong’ quality of treasury assets, measured by the share of treasury assets rated ‘AA-’ to ‘AAA’ (50 per cent at end-2024 and we expect it to remain above the ‘strong’ threshold of 40 per cent), and a ‘moderate’ liquidity buffer (defined as liquid assets-to-short-term debt, at 95 per cent at end-2024).

“The bank’s liquidity profile is enhanced by its access to capital markets and diversified funding sources, including credit lines ($2.1 billion, of which $0.6 billion was committed at end-2024) and collateral deposits. The short duration of the loan portfolio also contains liquidity needs.”

Fitch also stated that it “assesses shareholders’ capacity to support Afreximbank at ‘bb-’, based on the average rating of key shareholders (ARKS) accounting for more than 50 per cent of the bank’s capital.

“The sovereign upgrades of Egypt and Nigeria, Afreximbank’s two largest shareholders, in April 2025 improved the ARKS to ‘B+’ from ‘B’.

“Credit risk mitigants on callable capital (covering 40 per cent of $4.3 billion) enhance the support capacity by one notch to ‘bb-’.

“The support assessment also reflects the ‘strong’ propensity of shareholders to support the bank, which has been consistently demonstrated by ongoing capital injections and dividend reinvestments.”

 


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E-Financial

FBNQuest Merchant Bank Rebrands as Quest Merchant Bank

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FBNQuest Merchant Bank Limited has completed a change of name and will now operate as Quest Merchant Bank Limited, following the receipt of all required corporate and regulatory approvals.

The name change does not affect the Bank’s legal or going-concern status, management, or the nature of its business. Quest Merchant Bank Limited remains a duly licensed merchant bank, regulated by the Central Bank of Nigeria (CBN) and the Securities and Exchange Commission (SEC), and continues to deliver its full suite of merchant banking, advisory, and capital markets services to clients.

Commenting on the development, the Ag. Managing Director/CEO, Afolabi Olorode, stated: “This name change represents a pivotal milestone in the rich history of the Bank and a deliberate strategic repositioning that reflects our resilience, strong track record, and long-term growth ambitions. While our name has evolved, our commitment to our clients, stakeholders, and regulators remains unwavering.”

As part of the transition, the Bank is updating its branding, communications, and digital platforms to reflect the new name. During this period, some legacy references may remain visible across select touchpoints as updates are progressively completed.

All existing contracts, client relationships, and obligations of the Bank remain valid, binding, and fully enforceable following the name change.


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