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Economy

CAC issues guidelines for banks recapitalisation, merger

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The Corporate Affairs Commission has issued fresh guidelines to assist Deposit Money Banks in the ongoing recapitalisation.

The commission, in a statement signed by its management and posted on its Facebook account on Friday, said the new directive is pursuant to its powers under Section 8 (1) (e) of the Companies and Allied Matters Act No. 3 of 2020, stressing immediate adherence to the policy.

It said the new guidelines were issued to guide proper filing for new incorporations, increase in share capitals, mergers and upgrade or downgrade of licence authorisation.

For new incorporations, the CAC stated that intending applicants must submit necessary requirements including, “An approved name reservation or availability, approval-in-principle from sector regulator, duly completed on-line incorporation form and payment of stamp duty and filing fees for the category of license authorisation.”

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It added that a certificate of incorporation shall be issued within 24 hours for applications that satisfy all requirements for incorporation of companies prescribed in the, “Commission’s operations checklists available at www.cac.gov.ng/resources.”

Also, banking institutions seeking to increase their share capital through private placements, rights issues and/or offers for subscription must submit a duly signed company resolution, return of allotment and other statutory declaration by directors verifying that the issued share capital is fully paid- up

Other requirements include, “Notice of the fact that regulatory approval is required, an affidavit deposed to by a director of the company to the effect that regulatory approval is required for the increase, an amended memorandum of association reflecting the new share capital.

“Payment of stamp duties and filing fees, Issuance of a letter acknowledging notice of increase and requirement of regulatory approval, filing of regulatory approval and the issuance of a certificate of increase.”

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Under this category, the commission warned that the notice of the fact that regulatory approval is required must be filed in accordance with the provisions of Section 127 (3), (4) & (5) of CAMA.

“Annual returns and information on persons with significant control must be filed up-to-date and certificate of increase shall be issued within 24 hours of filing of regulatory approval,” it said.

Similarly, small and medium banking institutions seeking to merge must submit duly signed special resolution for merger by each of the merging companies.

Other requirements are “the scheme of merger duly approved by the Securities and Exchange Commission.

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“A certified true copy of court order authorising Extraordinary General Meeting of each of the merging companies. Evidence of publication of court ordered meeting in two newspapers and the Federal Gazette and a CTC of Court order sanctioning the Scheme of Merger.

“All enquiries and complaints on these guidelines and applications submitted in pursuance of the recapitalisation exercise should call +234 816 920 9551,” the statement added.

Recall that the Central Bank of Nigeria in March 2024 directed all banks to increase their capital base for improved productivity.

The apex bank had directed commercial banks with international authorisation to increase their capital base to N500bn and national banks to N200bn.

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It also said commercial banks with national licences must meet a N200bn threshold, while those with regional authorisation are expected to achieve a N50bn capital floor.

This process has commenced fully with banks issuing public offers and rights issues to meet the two year target.

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Economy

Petrol to sell at N935 per litre from today-IPMAN

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The Independent Petroleum Marketers Association of Nigeria (IPMAN), says the price of petrol will drop to N935 per litre by Monday in view of Dangote Refinery’s new arrangement.

IPMAN said the new price was necessitated by the reduction in Dangote Refinery’s fuel ex-depot price and uniform arrangement, which would enable marketers to sell at N935 in their outlets nationwide.

Alhaji Maigandi Garima, IPMAN National President, who made this known on Sunday in an interview with the News Agency of Nigeria (NAN) in Abuja, lauded the Dangote refinery for the development.

NAN reports that Dangote refinery recently announced a significant reduction in fuel price by 7.27 per cent from N970 per litre to N899.50 per litre at its loading gantry and provided generous credit terms to marketers.

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In the bid to ensure that the price reduction gets to the end consumers, it signed a partnership with MRS to sell petrol from its retail outlets nationwide at N935.

The price reduction which is designed by Dangote refinery to alleviate transport cost during the festive period and beyond, has already commenced in Lagos, and will be offered nationwide from Monday.

“Dangote refinery has brought another new arrangement of loading and pricing by which marketers would pay a fixed ex-depot price of N899. 50k.

“The refinery is running a programme whereby it wants the fuel consumption across the country to be at the same rate. We are expecting the new arrangement to kick-start on Monday.

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“We have been loading from the Dangote refinery and the refinery is saving us in this festive period,’’ he said.

The IPMAN president said previously it was loading at N970 per litre at Dangote refinery, but based on the arrangement and promise from Dangote, by Monday fuel price will drop to N935.

Garima said the downstream sector competition being witnessed currently was expected by marketers since due to deregulation, adding that it would see the price of fuel dropping continuously.

“That is the reason why we have been asking the government to allow private sectors to participate in the refinery business.

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“Very soon more refineries are coming up and the country will see a lot of price reduction in the downstream sector,’’ he said.

He recalled that during the 2023 yuletide, per litre of fuel was sold at N2, 000 in the Northern and Eastern part of the country because fuel was being imported at that period.

He added that the highest price of which fuel could be sold there currently is N1, 100 because refineries are running in the country.

“By the time Warri and Kaduna resume production, one can buy products at cheaper rates and it is good for the economy,’’ he added.

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He however commended the Naira for the crude swap deal, adding that it is a good development for the growth of the economy.

The NNPC Ltd. had also slashed fuel ex-depot price from N1, 020 to N899.

The fuel price reduction reflects response to deregulation and increased industry competition.

(NAN)

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Economy

SEC orders public companies to publish financial statements online by Jan 2025

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The Securities and Exchange Commission (SEC) has issued a new directive requiring all publicly listed companies in Nigeria to publish their financial statements on their official websites, effective January 2025.

This was disclosed in a circular issued by the Commission on Thursday, stressing the importance of the move for investor confidence and regulatory compliance.

The SEC warned that non-compliance with this directive would attract strict sanctions, demonstrating its commitment to improving transparency and accessibility in the Nigerian equities market.

According to the SEC, “The Securities and Exchange Commission (‘the Commission’) has observed that public companies file their periodic returns with the Commission and relevant securities exchanges without simultaneously publishing the same on their websites. This omission contravenes Rules 39 and 41 of the Commission’s Rules and Regulations.”

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The Commission noted that while publicly listed companies routinely file periodic returns with it and relevant securities exchanges, many fail to make these financial statements accessible to the investing public on their websites. This practice, it noted, violates the requirement to ensure that financial disclosures are readily available to guide investors in making informed decisions.

SEC explained the rationale for the directive, stating that publishing financial statements online provides seamless access for the investing public. This ease of access, the Commission said, is essential for encouraging sound investment decisions and ensuring investor confidence in the market.

“Timely disclosures remain a key component of shareholder engagement,” the Commission stated. “The publication of periodic returns on their websites is aimed at providing seamless access by the public to such information, which would serve as a guide to making sound investment decisions.”

The Commission further noted that effective from January 2025, any public company that fails to simultaneously file its periodic returns with the SEC and relevant securities exchanges and publish them on its website will face penalties.

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Economy

Dangote Refinery, NNPCL resume fight over $1bn loan

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Dangote Group, owners of Dangote Refinery, and the Nigerian National Petroleum Company Limited, NNPCL, have clashed over a $1 billion crude oil-backed loan.

Recall that barely 24 hours ago, in a statement credited to NNPCL spokesperson Olufemi Soneye, the state-owned oil firm said it secured a $1 billion loan backed by crude to support the Dangote Refinery during liquidity challenges.

However, Dangote Group spokesperson, Anthony Chijiena, has described NNPCL’s claim as ‘misinformation’.

The company clarified that the $1 billion crude backed loan is about five percent of the total investment that went into building the 650,000 barrels per day refinery.

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According to him, it is inaccurate to say NNPCL facilitated $1 billion for Dangote Refinery amid liquidity challenges.

Chijiena explained that NNPCL had proposed a 20 percent stake investment valued at $2.76 billion in the Dangote Refinery, but that didn’t materialise.

He noted that NNPCL was able to invest $1 billion, which amounts to 7.24 percent equity value.

“Our decision to enter into a partnership with NNPCL was based on recognition of their strategic position in the industry as the largest offtaker of Nigerian crude and, at the time, the sole supplier of gasoline into Nigeria.

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“We agreed on the sale of a 20 percent stake at a value of $2.76 billion. Of this, we agreed that they will only pay $1 billion while the balance will be recovered over a period of 5 years through deductions on crude oil that they supply to us and from dividends due to them.

“If we were struggling with liquidity challenges, we wouldn’t have given them such generous payment terms.

“As of 2021, when the agreement was signed, the refinery was at the pre-commission stage. In addition, if we were struggling with liquidity issues, this agreement would have been cash-based rather than credit-driven.

“Unfortunately, NNPCL was later unable to supply the agreed 300 thousand barrels a day of crude, given that they had committed a greater part of their crude cargoes to financiers with the expectation of higher production, which they were unable to achieve.

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“We subsequently gave them a 12-month period for them to pay cash for the balance of their equity given their
inability to supply the agreed crude oil volume.

“NNPCL failed to meet this deadline, which expired on June 30th, 2024. As a result, their equity share was revised down to 7.24 percent. These events have been widely reported by both parties.

“It is, therefore, inaccurate to claim that NNPCL facilitated a $1 billion investment amid liquidity challenges.

“Like all business partners, NNPCL invested $1 billion in the refinery to acquire an ownership stake of 7.24 percent. That is beneficial to its interests,” the Dangote Group statement said.

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