Tag: Securities and Exchange Commission (SEC)

Over N753 billion was raised by corporations between April and October 2025 to meet short-term financing needs across key sectors of the economy.

Commercial paper is a short-term, unsecured promissory note issued by large corporations to raise funds for working capital and operational needs.

The instruments typically mature within a few days to one year, and are widely used by companies seeking quick and relatively low-cost financing.

A statement issued by the Securities and Exchange Commission (SEC) on Sunday quoted its Director General, Dr. Emomotimi Agama, as saying that the impressive performance of the commercial paper market reflected sustained activity across manufacturing, energy, agriculture, and other productive sectors.

“Commercial paper issuance remained vibrant, with over N753 billion raised to support short-term funding needs across diverse sectors, from manufacturing to energy and agriculture,” Agama said.

He explained that the strong activity in the segment formed part of a broader pipeline of capital-raising transactions approved by the Commission across debt, equity, and short-term instruments within the review period.

According to him, “the Nigerian capital market has demonstrated remarkable depth and adaptability. Between April and October 2025, the Commission approved significant transactions across debt, equity, and commercial paper segments, showing the market’s capacity to mobilize capital for growth. These achievements are essential as we work to position the Nigerian capital market as a catalyst for sustainable economic growth.”

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Agama stated that the debt capital market also saw major deals during the period, including the N500 billion Climate Funding Special Purpose Vehicle issuance and the N200 billion Elektron Finance bond transaction, which he said reflected growing interest in infrastructure-related and sustainable finance instruments.

“These figures are not just numbers; they represent confidence in our regulatory framework and the resilience of our market architecture,” the SEC boss said.

He noted that recent macroeconomic developments have contributed to improving investor sentiment, citing Nigeria’s sovereign credit rating upgrade and the country’s removal from the Financial Action Task Force (FATF) grey list as important signals to domestic and international investors.

“These achievements are not mere milestones; they signal renewed confidence in our economy. They will attract greater investment and enhance capital inflows, reinforcing the stability and growth prospects of our financial markets,” he said.

On inflation dynamics, Agama noted that easing price pressures were creating room for more innovation within the capital market, calling on operators to move decisively in developing new products and platforms.

“This is a call to action for market operators. Innovation cannot remain on paper. We must translate these frameworks into real products and accessible platforms that meet the needs of today’s investors,” he said, adding that “The time for passive observation is over. Our collective responsibility is to activate these opportunities and position the Nigerian capital market as a true engine of inclusive growth.”

The SEC Director General also addressed the sharp downturn recorded in November, when the Nigerian Exchange lost about N6.54 trillion in market capitalisation. He attributed the development to profit-taking activities ahead of the proposed 30 per cent Capital Gains Tax, weak sentiment in banking stocks, and global economic uncertainties.

However, he noted that the market has since recovered, following policy assurances and improved investor outlook. “Importantly, despite November’s volatility, the Exchange remains significantly positive year-to-date, with strong gains that reflect the underlying robustness of our market,” he said.

Agama further drew attention to ongoing structural reforms in the market infrastructure, including the recent migration of the equities settlement cycle from T+3 to T+2.

“By shortening the settlement period, we have enhanced liquidity, reduced counterparty risk, and accelerated the reinvestment of capital,” he said, adding that the Commission is already working toward transitioning to T+1 and eventually T+0.

He stated that these reforms, alongside efforts to deepen commodity trading and expand bond market participation, are expected to strengthen Nigeria’s position as a leading investment destination on the African continent.

“These changes, combined with ongoing efforts to deepen commodity trading and expand bond market participation, will position Nigeria as a leading investment destination in Africa,” Agama said.

The director-general of the Securities and Exchange Commission (SEC), Dr. Emomotimi Agama, has said that Nigeria’s transition to market valuation of assets in the fixed income segment of the capital market is a critical step towards fair value reporting, transparency, and restoring investor confidence.

Speaking at the weekend, Dr. Agama explained that the reform aligns with the International Financial Reporting Standard (IFRS 9) and was shaped through extensive engagement with market participants to ensure a smooth transition.

According to a statement issued by the SEC on Sunday, the Director-General said timelines were carefully structured to reflect both market realities and industry feedback. “Timelines have been carefully considered, especially with the concerns being raised by market participants,” he said.

“For us at the SEC, it is important that while we try to introduce new rules and regulations, we also listen to the market and say, okay, how do we meet at the junction where we can all agree to move forward?”

He disclosed that the Commission has set October 2, 2025, as the deadline for the submission of implementation plans by capital market operators. These plans, he said, will help the SEC evaluate the preparedness and capacity of each institution ahead of the September 2027 target for full transition to IFRS 9.

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“Requesting implementation plans is not a bureaucratic exercise—it’s to gauge capacity, identify challenges, and meet operators at the point where we can all achieve compliance with one purpose and one goal,” Agama stated.

The SEC boss explained that while equity funds in Nigeria are already reported at fair value, the reform will align the fixed income funds segment with global practice. “Equity funds are already reported at fair value. The aspect of the fund management that was not aligned with international best practice was in the fixed income funds space, and that is what this policy alignment covers,” he noted.

He said the transition would ensure that Nigeria’s capital market operates in accordance with international standards, enabling investors to accurately assess asset values in real time.

“Nigeria has come of age, and we must be seen to be doing things according to global standards. IFRS 9 requires market-to-market valuation of assets, and we cannot be left behind among the committee of nations,” Agama said.

According to him, the reform will make Nigerian assets comparable on the global stage, improving investor assessment and competitiveness. “Our goal is to create a market that is internationally competitive,” he stated. “Adopting IFRS 9 enables ease and compatibility among assets from different nations, clearly positioning Nigeria within the global market space.”

Responding to concerns that market valuation could introduce short-term volatility, Dr. Agama assured that the reform is designed to strengthen the system rather than destabilize it. “Some have expressed concerns about volatility, but our intention is not to disadvantage Nigerian investors,” he said.

“It is to expose them to global standards and transparency. Over time, as the market adjusts, these concerns will ease off and everyone will benefit from a more transparent and credible system.”

Beyond the IFRS 9 transition, Dr. Agama disclosed that the SEC is leading Africa in adopting the International Sustainability Standards Board (ISSB) framework, which focuses on climate and sustainability disclosures. He said Nigeria was among the first countries to embrace the ISSB standards, while tailoring implementation to local realities.

“We pride ourselves as performers—first among nations to accept and adopt the ISSB standards. But we are not oblivious to our contextual issues. We are taking a gradual approach so that our companies are not unduly burdened,” he said.

He clarified that the Commission’s broader objective is to introduce standards that attract, not restrict, capital flows. “We will not implement standards that will shut companies out of capital. Instead, we are implementing those that will help bring in capital and promote sustainable growth,” he stated.

Looking ahead, the SEC Director-General expressed optimism about the Nigerian capital market’s performance in the last quarter of the year, citing the government’s macroeconomic reforms and new legislative frameworks such as the Nigerian Investment and Industry Regulatory Act (NIIRA) 2025 and Investment and Securities Act (ISA) 2025 as key catalysts for stability and growth.

“Markets do not operate in a vacuum; they thrive on stability. With the micro- and macro-economic stability being championed by President Bola Ahmed Tinubu, the market is positioned for significant growth. The NIIRA 2025 is a game changer that provides the framework for sustainable expansion,” he said.

Dr. Agama gave assurances of the SEC’s commitment to promoting transparency, investor confidence, and adherence to international best practices in financial reporting.

He concluded that the SEC’s ongoing reforms, particularly the IFRS 9 transition and the adoption of sustainability standards, form part of a broader agenda to globalize Nigeria’s capital market and ensure wealth creation through a resilient and transparent financial system.

“We are on a path of progress and growth. The President’s reform agenda is already taking shape, ensuring that Nigeria’s capital market becomes a global reference point for transparency, regulation, and investor confidence,” he said.

• Agama explains plan to boost investor confidence, others

The Securities and Exchange Commission (SEC) has said it will gradually implement the global sustainability disclosure standards.

The standards were developed by the International Organisation of Securities Commissions (IOSCO) for its members.

SEC’s Director General, Dr. Emomotimi Agama, announced this at the weekend in Abuja during an investors’ roundtable on the International Sustainability Standards Board (ISSB).

He explained that Nigeria, which actively participated in the development of the standards, would adopt a strategic approach to ensure successful implementation.

“Nigeria, with its vast natural resources and growing population, is particularly vulnerable to climate change and is simultaneously pursuing an ambitious sustainable finance agenda,” Agama said.

The SEC DG lauded the ISSB framework, saying Nigeria would not adopt a wholesale approach but apply the standards in a manner suitable to the local environment.

“This means capacity building —  working with issuers, auditors, and preparers to ensure they understand and are ready for the new requirements; phased implementation — considering a graduated approach, perhaps beginning with larger, listed entities before expanding to others; assurance framework — developing a robust system for the verification of disclosures to guarantee their credibility; and alignment with local realities — ensuring the global baseline is applied in a way that is appropriate and proportional for our market, while maintaining the core goal of global comparability,” he said.

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According to him, adopting the standards will make Nigeria’s capital market more attractive to investors.

Agama said this would be achieved by reinforcing transparency, accountability, and long-term risk management.

He added: “We believe that embracing this global baseline will enhance the attractiveness of the Nigerian capital market. It signals to international investors that we are serious about transparency, governance, and managing long-term risk. It has transformed the ISSB from a promising new initiative into the definitive global framework for sustainability disclosures.”

The SEC DG maintained that the adoption of the ISSB standards would boost investor confidence and align Nigeria with international best practices.

“The case for adoption is clear: for global comparability, for investor trust, for managing systemic risk, and for reducing complexity. This is no longer a question of if, but of how and when.

“The journey to a sustainable global economy requires a common language. The ISSB has provided that lexicon. IOSCO has called us to speak about it. At SEC Nigeria, we have answered that call,” he said.

Agama assured stakeholders that the commission would continue to collaborate locally and internationally to ensure effective application of the standards.

“The global perspective is one of unity and decisive action. By adopting the ISSB standards, we are not just complying with a global trend; we are actively building a more stable, transparent, and sustainable financial future for Nigeria, for Africa, and for the world,” he added.

…becomes AMERC vice chairman

The Director General of the Securities and Exchange Commission (SEC) Nigeria, Dr. Emomotimi Agama, has forecast that digital assets could present a $10 trillion opportunity by 2030, calling for an aggressive embrace of innovation in capital markets while implementing safeguards to manage related risks.

“With our young, tech-savvy populations, Africa and the Middle East must lead — not follow,” Agama said. 

He noted that through the Africa/Middle East Regional Committee (AMERC) of the International Organization of Securities Commissions (IOSCO), the region will work to establish clear stable-coin regulations, frameworks for tokenized securities, investor protection standards for crypto assets, and ensure innovation is balanced with stability to keep markets dynamic and secure.

Agama made these remarks after his election as Vice Chairman of AMERC, a role that also grants him a seat on the IOSCO Board, the highest decision-making body of the global securities regulatory organization, until 2026.

IOSCO is recognized as the world’s leading international policy forum for securities regulators, with members overseeing more than 95 percent of global securities markets in over 100 jurisdictions.

In his acceptance speech, Agama thanked AMERC members for their trust, describing his election as “a mandate to transform our capital markets into engines of inclusive growth, innovation, and shared prosperity for Africa and the Middle East.”

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Outlining his vision, he said, “We must aggressively expand listings by working with AFMI (African Financial Markets Initiative) and SSA exchanges to harmonize standards, reduce listing costs, and create cross-border linkages. To boost liquidity, we will pioneer regional market-making schemes and advocate for pension fund reforms to channel domestic savings into productive investments.”

On infrastructure, Agama stressed the need to partner with AFMI and development institutions to de-risk infrastructure investments and attract global capital. “However, infrastructure alone is not enough,” he said. 

“With 70 percent of Africa’s population under 30, we must empower youth through retail investor programs to democratize market participation, fintech sandboxes to nurture youth-led innovation, and listings of high-growth startups to create wealth and jobs” Agama stated.

He also announced plans for new initiatives within AMERC, including the launch of a “Listings Growth Initiative” for small and medium enterprises, the creation of a cross-border settlement system to improve liquidity, the establishment of a Digital Assets Working Group, and the rollout of capital market literacy programs across the region.

…Sets limits on CEO, chairman tenure

The Securities and Exchange Commission (SEC) has issued a directive banning the conversion of Independent Non-Executive Directors (INEDs) into Executive Directors within the same company or corporate group.

This is part of the SEC’s efforts to tighten corporate governance standards in Nigeria’s capital market.

In a circular titled “Circular to All Public Companies and Capital Market Operators on the Transmutation of Independent Non-Executive Directors and Tenure of Directors”, the Commission stated that the practice compromises board independence and erodes the objective oversight that independent directors are expected to provide.

The SEC expressed concern over what it described as a growing trend of boardroom recycling within public companies and capital market operators, particularly the transmutation of INEDs into executive roles such as Chief Executive Officer (CEO).

It said the practice undermines the neutrality and objectivity of such individuals and violates both the National Code of Corporate Governance (NCCG) and the SEC’s own Corporate Governance Guidelines (SCGG).

“This practice clearly erodes the neutrality of the transmuting INEDs, compromises their ability going forward to provide objective judgment and is generally antithetical to the principles which underpin independent directorship,” the Commission noted.

Effective immediately, public companies and capital market operators with significant public interest are required to discontinue the practice of appointing former INEDs to executive positions within the same firm or its group.

In order to strengthen boardroom accountability and reduce concentration of power, the SEC introduced a mandatory three-year “cooling-off” period before a CEO or Executive Director can be appointed as Chairman of the same company.

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According to the circular, “a Chief Executive Officer or Executive Director who steps down after 10 or 12 consecutive years, as the case may be, cannot be appointed as Chairman until the expiration of a 3-year cooling-off period.”

Additionally, the tenure of directors in capital market firms identified as significant public interest entities will now be capped. Directors can serve a maximum of 10 consecutive years within the same company and up to 12 years within the same group structure. Where a CEO or Executive Director becomes Chairman after the cooling-off period, the tenure in that role will be limited to four years.

The circular draws its authority from Section 355(r)(iv) of the Investments and Securities Act (ISA) 2025, which empowers the SEC to prescribe governance standards for regulated entities.

To ensure immediate compliance, the SEC clarified that the tenure count includes years already served by current appointees. Companies are therefore expected to begin succession planning and board composition reviews in line with the directive.

“These directives take immediate effect and compliance is mandatory,” the Commission stated. “Public Companies and Capital Market Operators are required to take the directives into account in their board appointments and succession planning.”