Oando Counters SEC’s Directives with Court Order

Segun Atanda/

Oando Plc has obtained a court order restraining the Nigerian Stock Exchange (NSE) from implementing the technical suspension of the trading of its shares by the Securities and Exchange Commission (SEC).

NewsmakersNG learnt that the ex-parte order from the Federal High Court is restraining NSE and any other party working on their behalf from implementing the SEC directive technically suspending the trading of Oando’s shares, pending the hearing and determination of the matter.

The order also restrains the SEC and any other party claiming through or working on behalf of the regulator from conducting any forensic audit into the affairs of the Company pending the hearing and determination of the matter.

The SEC had on Wednesday, October 18, 2017, issued a public notice stating amongst other things that it had issued a directive to the NSE for a full suspension in the trading of Oando shares for a period of 48 hours followed by a technical suspension until it is further directed and announced that a forensic audit into the affairs of the Company be conducted by a team of independent professional firms.

Oando, in its official statement signed by its Chief Compliance Officer & Company Secretary, Ayotola Jagun, described the SEC’s directives as illegal and invalid, and one calculated to prejudice the business of the Company.

The company noted that in view of the development, the NSE and the SEC are legally obliged to comply with the interim orders pending the substantive determination of the suit.

Jagun added that Oando found it necessary to go to court for several reasons.

The statement reads in part: “Having declared to the public that it has acted drastically to suspend the shares of Oando PLC due to its “weighty” findings in the course of its investigations, SEC then concludes that a forensic audit is necessary in order to investigate whether its findings are true. This is a clear contradiction.

“How did the SEC arrive at its findings if it cannot be sure of the veracity or otherwise of those findings, and how did it ascribe the appropriate level of weight to be given to those findings, enough to warrant an immediate suspension followed by a technical suspension of the shares of the Company, if those findings are still mere allegations at this point?

“The Company has fully co-operated with the SEC since the commencement of this investigation in May 2017 and provided all information requested. It is evident that submissions made to the SEC have not been duly considered due to the conclusions reached and actions taken, as all of the matters raised have been responded to in great detail with all supporting documents requested by the SEC. The Company repeatedly, through its Chairman, requested an audience with the SEC to enable it present its case before the Commission but to date, no invitation has been extended to the Company.

“Each of the alleged infractions has a penalty as prescribed by the respective provisions of the ISA, SEC Code, SEC Rules and Regulations, NSE Listing Rules and CAMA; none of them whether singularly or together warrants the suspension of free trading in the securities of the Company or the institution of a forensic audit.”

In addition, the statement noted that “the latest actions taken by the SEC are prejudicial to the business of the Company as it would hinder the ability of the Company to enter into new business transactions and affect the confidence that existing stakeholders (lenders, JV Partners, Vendors etc.) have in transacting business with the Company. The Company has received numerous queries from critical stakeholders, including its lenders as a result of the SEC’s actions and an indefinite technical suspension of its shares as well as an open-ended forensic audit will negatively impact the ability of the Company to conduct its day-to-day business and meet the expectations of all its stakeholders”.

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