Following investigations on alleged gross mismanagement and abuse of corporate governance leveled against the management of Oando Plc in 2017, the Securities and Exchange Commission, (SEC) yesterday, barred the Group Chief Executive Officer (GCEO), Wale Tinubu and the Deputy GCEO of the company from being directors of public firms for a period of five years.
Furthermore, the commission also ordered the immediate resignation of the affected board members involved in the saga. Consequently, the apex capital market regulator directed the convening of an Extra-Ordinary General Meeting (EGM) on or before July 1, 2019 to appoint new directors for the company.
According to the SEC, “Following the receipt of two petitions by the commission in 2017, investigations was conducted into the activities of Oando Plc (a company listed on the Nigerian and Johannesburg Stock Exchanges).
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.”
The commission also directed the payment of monetary penalties by the company and affected individuals and directors, and refund of improperly disbursed remuneration by the affected Board members to the company.
In addition, the SEC stated 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, 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.
It would be recalled that some shareholders expressed mixed feelings over the performance of the company during the year as a number of them called for the resignation of the company’s Group Managing Director, Wale Tinubu. The group of shareholders, under the aegis of Oando Shareholders Solidarity Group, had stormed the venue of the AGM with placards demanding for the resignation of the company’s Group CEO.
According to the leader of the group, Francis Michael, he said they were protesting so as to change the management of the company over gross mismanagement and abuse of corporate governance.” The crisis in Oando had started when major shareholders, Ansbury and Manga petitioned the SEC, alleging gross abuse of corporate governance standards and financial reckless fiscal management, calling for the removal of the management of the company and removal of all board members.
Auditor to Oando, Ernest & Young, had also faulted some aspect the 2016 financial statement of the company, even as shareholders expressed mixed feelings on the company’s performance.
However, in a swift reaction, Oando has described the alleged infractions and penalties as unsubstantiated, ultra vires, invalid and calculated to prejudice the business of the company.
In a statement signed by the Chief Compliance Officer and company secretary, Ayotola Jagun and made available to The Guardian, Oando insisted that it has not been given the opportunity to see, review and respond to the forensic audit report and so is unable to ascertain what findings (if any) were made in relation to the alleged infractions and defend itself accordingly before the SEC.
“The company reserves its rights to take all legal steps to protect its business and assets whilst remaining committed to act in the best interests of all its shareholders,” it said.