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Supreme Court Affirms IST’s Jurisdiction on Capital Market Disputes

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By Tony Obiechina  Abuja 

The Supreme Court has affirmed the Investments and Securities Tribunal’s (ISTs) jurisdiction over capital market disputes in the country.

Director General of the SEC Mr.

Lamido Yuguda, who disclosed this during an interview while reacting to the judgement, said the landmark decision confers exclusive jurisdiction on the IST to determine all issues listed in Section 284 of the Investment and Securities Act (ISA) 2007.

He said, “On January 13, 2023, the Supreme Court of Nigeria delivered a landmark decision with enormous implication for capital market dispute resolution.

This was in the case of Mufutau Ajayi vs SEC with Supreme Court number SC/314/2007. Many capital market practitioners have eagerly awaited the outcome of this case which remained pending at the Apex Court for 15 years before it was finally decided”.

The SEC DG stated that the Supreme Court while delivering its judgment in the appeal on January 13, 2023 after going through the facts and history of the matter and reviewing the submissions of the learned counsel representing both parties, found as a fact that the SEC took adequate and sufficient steps to notify the Appellant of the sittings and proceedings of the APC.

He said, “More so, SEC did not act as a judge in its own cause since it acted on a complaint by Sadiq Petroleum Limited (SPNC), a core investor that subscribed 30% of the shares of African Petroleum Plc. Accordingly, the Appellant cannot continue to seek for the grant of the order of certiorari when it was clear that the conditions for the grant were unavailable to him.

“More important however, was the decision of the apex court on the issue of jurisdiction over capital market matters. The Supreme Court held that the main issue in the appeal was that the Federal High Court declined jurisdiction in the matter, which decision was affirmed by the Court of Appeal. 

After reviewing the applicable laws on the actions of the SEC and its Administrative Proceedings Committee APC, the apex court stated, “Based on the foregoing, it implies that any grievance, whether on denial of fair hearing by the APC as in the present case, rule of law, equity, facts or law, etc., should be instituted in the Investment and Securities Tribunal (1ST). It is unequivocal that the proper forum with jurisdiction to hear and determine the case of the Appellant is the Tribunal and not the Federal High Court.” 

“The above decision of the Supreme Court has finally settled this issue. The jurisdiction conferred on the Investments and Securities Tribunal to determine all the issues listed in Section 284 of the Investments and Securities Act, 2007 remains exclusive and cannot be shared with any other court of law. One of such issues relates to any decision or determination made by the Securities and Exchange Commission in the operation of the Act”, he added.

In 2000, the National Council on Privatization offered for sale on behalf of the Federal Government 86,400,000 ordinary shares of AP Plc. A year later, (i.e. in April 2001), a core investor of AP Plc alleged in a press conference that the past management of the company had failed to disclose debts of N22.5 billion owed by the company to various creditors. It also alleged that the auditors of AP Plc were negligent in the auditing of the company.

The Securities and Exchange Commission (SEC) set up a Committee to investigate the allegation. The findings of the Committee affirmed that the sum of N10, 181,606 billion disclosed in the prospectus of AP Plc was less than what the company actually owed as at June 30 1999. 

Mufutau Ajayi was not a director in African Petroleum Plc but was the company’s Finance and Accounts Manager. The Administrative Proceedings Committee of the SEC found that Mufutau Ajayi, being an officer of AP Plc authorized the issue of the prospectus dated 30th March 2000 which contained an untrue statement to wit: that the total indebtedness of the company as at 30th June 1999 was N10.2 billion whereas subsequent revelations indicated otherwise, thereby contravening the provisions of sections 62 (1), (2) (d) and 63 of the ISA 1999.

Although Mr. Ajayi did not show up at the investigative hearing of the Administrative Proceedings Committee despite being invited, the Committee made the following findings against Mr. M.C. Ajayi namely that: although Mr. Ajayi was not a Director of the company, he was a principal officer who played a major role in obtaining the Commercial Papers (CPs) and Bankers’ Acceptances (BAs) that led to the concealed debt; his conduct prior to the offer for sale by denying the auditors access to relevant financial records during the auditing exercise is very reprehensible and highly unprofessional; that his role bordered on economic and financial crime; and that there was enough evidence to refer his matter to the Economic and Financial Crimes Commission (EFCC).

Consequent upon the findings, the Administrative Proceedings Committee directed as follows namely that: Mr. Ajayi be strongly reprimanded for his role in the debt concealment; He is therefore disqualified from being employed or participating, in any capacity, in the securities industry; Mr. M. C. Ajayi be referred to the Economic and Financial Crimes Commission (EFCC) for further criminal investigation and action; and the Institute of Chartered Accountants of Nigeria (ICAN) and all professional bodies to which Mr. Ajayi belongs shall be informed of his actions and this Decision.

Upon being notified of the decision of the SEC via a letter dated April 19, 2004, Mr. Ajayi approached the Federal High Court for judicial review of the decision in Suit No. FHC/ABJ/CS/285/2004 – MUFUTAU AJAYI VS SEC & ANOR. The Securities and Exchange Commission through its counsel raised an objection to the jurisdiction of the Federal High Court to hear and determine the case.

The Court upheld the objection and held that the proper venue for the Plaintiff to take the matter to was the Investments and Securities Tribunal and not the Federal High Court.

The Plaintiff being dissatisfied with the decision of the Federal High Court, appealed to the Court of Appeal in Appeal No. CA/A/200/M/2005 – MUFUTAU AJAYI VS SEC. The Court of Appeal affirmed the ruling of the Federal High Court in its judgment delivered on May 8, 2007.

The Plaintiff (now Appellant) took the matter further to the Supreme Court by a Notice of Appeal he filed on August 2, 2007.

Business News

Budget Office Defends Tax Reform Acts, Seeks Due Process

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By Tony Obiechina, Abuja 

The Budget Office of the Federation has reaffirmed the integrity of Nigeria’s newly enacted Tax Reform Acts, cautioning against what it described as governance by speculation and unverified claims following allegations of post-passage alterations.

In a statement on Wednesday, the Budget Office said it had taken note of concerns raised by the Minority Caucus of the House of Representatives, stressing that the sanctity of the law is central to constitutional democracy and not a mere procedural formality.

According to the Office, any suggestion that a law could be altered after debate, passage, authentication, and presidential assent without due process would strike at the core of the Republic and undermine citizens’ right to be governed by transparent and stable laws.

However, it warned that democratic integrity is also endangered by the careless amplification of unverified claims. “A nation cannot be governed by insinuation or sustained on circulating documents of uncertain origin,” the statement noted, adding that public confidence, once shaken by speculation, is often difficult to restore.

The Budget Office emphasized that both government and citizens share a common interest in truth, clarity, and due process, noting that public finance depends heavily on trust in the legality and clarity of fiscal laws. It welcomed the decision of the National Assembly to investigate the allegations, describing institutional inquiry, not conjecture as the appropriate response to claims of illegality.

On public access to the law, the Office agreed that Nigerians and the business community are entitled to clear and authoritative texts of all laws they are required to obey. It clarified, however, that the authenticity of legislation is determined by certified legislative records and official publication processes, not by informal or viral reproductions.

The statement also underscored the importance of separation of powers, warning that claims suggesting Nigeria is being governed by “fake laws,” if not backed by established facts, risk eroding confidence in democratic institutions.

 At the same time, it stressed that legislative scrutiny should not be dismissed by the executive, noting that oversight is a constitutional duty, not an act of hostility.

From a fiscal perspective, the Budget Office said legal certainty is essential for revenue projections, macroeconomic stability, budget credibility, and investor confidence. While it is not the custodian of legislative records, it maintained that uncertainty around operative tax provisions directly affects economic planning.

To restore confidence, the Office proposed a set of measures, including the publication of verified reference texts in a single public repository, orderly access to Certified True Copies for stakeholders, clear public explanations where discrepancies are alleged, and strict alignment of all implementing regulations with authenticated legal texts.

Addressing calls for suspension of the tax reforms, the Budget Office cautioned against allowing prudence to slide into paralysis. It argued that properly implemented tax reform is necessary to reduce dependence on borrowing and inflationary financing, while easing indirect burdens on vulnerable citizens.

“Where clarification is required, it must be provided; where correction is required, it must be effected; where investigation is required, it must proceed,” the statement said, adding that governance and reform should not be stalled by unresolved conjecture.

The Office concluded by describing taxation as a democratic covenant that binds citizens and the state, insisting that compliance depends on transparency and trust. It called on political actors to protect institutions as much as positions, urging citizens and businesses to rely on verified sources and resist the spread of unauthenticated information.

The statement was signed by Tanimu Yakubu, Director-General of the Budget Office of the Federation, who reaffirmed the agency’s commitment to fiscal transparency, institutional integrity, and reforms that advance national prosperity while safeguarding citizens’ rights.

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Tinubu Congratulates Dangote on World Bank Appointment

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By Jennifer Enuma, Abuja

President Bola Tinubu has congratulated Alhaji Aliko Dangote, the President of Dangote Group, on his appointment to the World Bank’s Private Sector Investment Lab, a body tasked with promoting investment and job creation in emerging economies.

In a statement by Special Adviser on Media and Publicity, Bayo Onanauga, the President described the appointment as apt, given Dangote’s rich private sector experience, strategic investments, and many employment opportunities created through his Dangote Group.

The Dangote Group became one of Africa’s leading conglomerates through innovation and continuous investment.

Dangote Group’s business interests span cement, fertiliser, salt, sugar, oil, and gas. However, the $20 billion Dangote Petroleum Refinery and Petrochemicals remains Africa’s most daring project and most significant single private investment.

“President Tinubu urges Dangote to bring to bear on the World Bank appointment his transformative ideas and initiatives to impact the emerging markets across the world fully” the statement said.

The World Bank announced Dangote’s appointment on Wednesday, as part of a broader expansion of its Private Sector Investment Lab. The lab now enters a new phase aimed at scaling up solutions to attract private capital and create jobs in the developing world.

The CEO of Bayer AG, Bill Anderson, the Chair of Bharti Enterprises, Sunil Bharti Mittal, and the President and CEO of Hyatt Hotels Corporation, Mark Hoplamazian, are on the Private Sector Investment Lab with Dangote.

The World Bank said the expanded membership brings together business leaders with proven track records in generating employment in developing economies, supporting the Bank’s focus on job creation as a central pillar of global development.

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Business Analysis

Nigeria Customs Generates over N1.75trn Revenue in 2025

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By Joel Oladele, Abuja

The Nigeria Customs Service (NSC) has generated an impressive N1,751,502,252,298.05 in revenue during the first quarter of 2025.

The Comptroller-General (CG) of the Service, Bashir Adeniyi, disclosed this yesterday, during a press briefing in Abuja.

According to Adeniyi, the achievement not only surpasses the quarterly target but also marks a substantial increase compared to the same period last year, reflecting the effectiveness of recent reforms and the dedication of customs officers across the nation.

“This first quarter of 2025 has seen our officers working tirelessly at borders and ports across the nation.

I’m proud to report we’ve made real progress on multiple fronts—from increasing revenue collections to intercepting dangerous shipments,” Adeniyi stated.

He attributed this success to the reforms initiated under President Bola Tinubu’s administration and the guidance of the Honourable Minister of Finance and Coordinating Minister of the Economy, Olawale Edun.

The CG noted that the revenue collection for Q1 2025 exceeded the quarterly benchmark of N1,645,000,000,000.00 by N106.5 billion, achieving 106.47% of the target. This performance represents a remarkable 29.96% increase compared to the N1,347,705,251,658.31 collected in Q1 2024.

Adeniyi highlighted the month-by-month growth, noting that January’s collection of N647,880,245,243.67 surpassed its target by 18.12%, while February and March also showed positive trends.

 “I’m pleased to report the Service’s revenue collection for Q1 2025 totaled N1,751,502,252,298.05.

“Against our annual target of N6,580,000,000,000.00, the first quarter’s proportional benchmark stood at N1,645,000,000,000.00. I’m proud to announce we’ve exceeded this target by N106.5 billion, achieving 106.47% of our quarterly projection. This outstanding performance represents a substantial 29.96% increase  compared  to  the  same  period  in  2024,  where  we  collected N1,347,705,251,658.31.

“Our month-by-month analysis reveals even more encouraging details of this growth trajectory,” Adeniyi said.

In addition to revenue collection, Adeniyi said the NCS maintained robust anti-smuggling operations, recording 298 seizures with a total Duty Paid Value (DPV) of ₦7,698,557,347.67.

He stated that rice was the most seized commodity, with 135,474 bags intercepted, followed by petroleum products and narcotics.

“From rice to wildlife, these seizures show our targeted approach,” Adeniyi remarked, noting the NCS’s commitment to combating smuggling and protecting national revenue.

Adeniyi also highlighted key initiatives, including the expansion of the B’Odogwu customs clearance platform and the launch of the Authorized Economic Operators Programme, which aims to streamline processes for compliant businesses. The NCS’s Corporate Social Responsibility Programme, “Customs Cares,” was also launched, focusing on education, health, and environmental sustainability.

Despite these achievements, the CG noted that the NCS faced challenges, including exchange rate volatility and non-compliance issues. Adeniyi acknowledged the need for ongoing adaptation and collaboration with stakeholders to address these challenges effectively.

Looking ahead, the NCS aims to continue its modernization efforts and enhance service delivery, ensuring that it remains a critical institution in Nigeria’s economic and security landscape.

“Results speak louder than plans; faster clearances through B’Odogwu, trusted traders in the AEO program, and measurable food price relief from our exemptions. We’ll keep scaling what works,” he concluded.

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