Oando Plc has said it will challenge Friday’s ruling by the Securities and Exchange’s (SEC) banning the Group Chief Executive Officer, Wale Tinubu and his deputy, Omemofe Boyo from being appointed directors of public companies for a period of five years, saying the regulatory and watchdog agency acted ultra vires by imposing penalties on the company’s top officials that were based on infractions that were unsubstantiated, invalid and calculated to prejudice the business of the company.
Responding to the SEC ruling in a statement Friday, Oando said: “Our attention has been drawn to a press release published by the SEC on Friday, May 31, 2019 “Press Release on “Investigation of Oando PLC (the Company). In the statement, the commission confirms the conclusion of its investigations and that the findings from the report reveal serious infractions by the Company and as part of measures to address these violations, the Commission has directed penalties as follows: resignation of the affected Board members of Oando Plc; the convening of an Extra-Ordinary General Meeting on or before July 1, 2019, to appoint new directors; payment of monetary penalties by the company and affected individuals and directors; refund of improperly disbursed remuneration by the affected Board members to the company; barring of the Group Chief Executive Officer and the Deputy Group Chief Executive Officer of Oando Plc from being directors of public companies for a period of five years.”
Oando vowed to challenge the SEC ruling, but gave no specifics on how the company will be doing that after the SEC said the duo and the oil company committed, among other infractions, “false disclosure” and “misstatements in financial statements.” The Commission also directed the two top Oando officials to resign from the board of the oil company immediately, saying it will refer “possible criminality to the appropriate criminal prosecuting authorities.”
The directors must be replaced through an extraordinary general meeting on or before July 1, 2019, the Commission said. The disciplinary actions followed the investigations of two petitions by the SEC in 2017 about “certain infractions of securities and other relevant laws” perpetrated by Oando. SEC said it engaged experts at the global accounting firm, Deloitte & Touche to undertake a forensic audit of Oando’s books.
“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,” SEC said in a statement published on its website on Friday.
Tinubu, Boyo and Oando are also expected to suffer monetary penalties and also to refund ”improperly disbursed remuneration.” The Commission said it was confident that the implementation of punitive measures and introduction of some remedial measures will reduce “unwholesome practices by public companies.”
