Oando Plc and the Securities and Exchange Commission (SEC) have reached a settlement over the two-year-old dispute arising from the fines imposed on the oil giant.
Both parties in separate statements said the decision was in the overriding interest of the shareholders of the company and the capital market and all legal actions have been withdrawn.
SEC, in a released circular, said the company has reached a settlement with the Commission on the following terms of immediate withdrawal of all legal actions filed by the Company and all affected directors; Payment of all monetary penalties stipulated in the Commission’s letter of May 31, 2019; and an undertaking by the Company to implement corporate governance improvements.
Part of the terms also requires the submission by the Company of quarterly reports on its compliance with the terms of the Settlement Agreement; the Investments and Securities Act, 2007; the SEC Rules and Regulations; the National Code of Corporate Governance and the SEC Guidelines to the Code of Corporate Governance.
SEC stated that “pursuant to the powers conferred on the Securities and Exchange Commission (the Commission) by the Investments and Securities Act 2007, and the Rules and Regulations made pursuant thereto, the Commission on Thursday, July 15, 2021, entered into a Settlement with Oando Plc (the Company).
“The Commission in its letter to the Company dated May 31, 2019, gave certain directives and imposed sanctions on the Company, following investigations conducted under two petitions filed with the Commission in 2017.
“The Company and some of its affected directors had challenged the said directives in a series of suits commenced at the Federal High Court.
However, the Company subsequently approached the Commission for a settlement of the matter, and both parties have now agreed to settle in consideration of the impact that a further prolonged period of litigation would have on the Company’s shareholders and the value of their investments as well as remedial measures to be put in place by the Company in enhancing its corporate governance practices and strengthening its internal control environment.
The Commission further reiterates its commitment to ensuring the fairness, transparency and integrity of the capital market, while upholding its mandate to protect investors.
On its part, Oando in a notice at the Nigerian Exchange on Monday said “both parties believe that a settlement is the most appropriate course of action and one that is in the best interest of the Company, its employees, shareholders as well as the capital market.
It said the settlement reached by the parties sought to prevent further market disruption and harm to Oando PLC’s shareholders.
“As a result, Oando’s directors and management team can now fully focus on business operations whilst continuing to ensure that it is in compliance with all governing statutes.
“In the immediate, the Company will be convening its 42nd Annual General Meeting (AGM) to give its shareholders the opportunity to exercise their rights to receive information as well as vote on company affairs.
“This has been an extraordinary time in the life of the Company and a defining moment in its relationship with the regulator,” the company said.
The Company recognizes and respects the authority of the Commission and will continue to comply with the Investments and Securities Act 2007, and the Rules and Regulations made pursuant thereto, while always acting in the best interest of all its stakeholders.
SEC had in May 2019 suspended Oando Plc Group Chief Executive, Wale Tinubu and his deputy over corporate governance infractions. It also suspended the company’s Annual General Meeting.