The Securities and Exchange Commission has concluded its investigation of Oando Plc and ordered the Group Chief Executive Officer of the company, Mr Wale Tinubu, and other affected board members to resign.
SEC, in a statement on Friday, also said it barred Tinubu and the Deputy Group Chief Executive Officer of the company, Mr Omamofe Boyo, from being directors of public companies for a period of five years.
It also directed the convening of an Extraordinary General Meeting on or before July 1, 2019, to appoint new directors.
According to the commission, these, among others, are part of measures to address identified violations in the company.
SEC said, “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, among 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.
It said as required under Section 304 of the Investments and Securities Act, (ISA) 2007, it would refer all issues with possible criminality to the appropriate criminal prosecuting authorities.
SEC stated that other aspects of the findings would be referred to the Nigerian Stock Exchange, Federal Inland Revenue Service, and the Corporate Affairs Commission.
The apex capital market regulator said, “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.”
In a statement on Friday, Oando challenged SEC’s ruling on the outcome of the forensic audit.
It said, “Oando is of the view that these alleged infractions and penalties are unsubstantiated, ultra vires, invalid and calculated to prejudice the business of the company. The company 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.”
