…wants management replaced
Ansbury Investments Incorporation has petitioned Securities and Exchange Commission (SEC) to stop the Annual General Meeting (AGM) of Oando Nigeria Plc billed for September 11 over alleged corporate governance breaches by its management.
Ansbury, which is a majority shareholder in Ocean and Oil Development (BVI) holds 99 per cent of OODP Nigeria and 56 per cent equity stake in Oando Plc, an entity with dual listing on the Nigerian Stock Exchange (NSE) and Johannesburg Stock Exchange (JSC).
The firm is petitioning SEC to intervene tenable its majority shareholders change the management of Oando, which it alleges wants to continue running the oil firm even when it was not improving its fortunes.
In the said petition, a copy of which was made available to Daily Sun, the investor urged SEC to cause Oando to convene an Extra-ordinary General Meeting (EGM) to change the current management and board of the company and allow the shareholders of the company to freely express themselves by choosing a new management while the current management should be made to face the consequences of its action.
This, it said, can only be achieved through a regulatory intervention, which the commission has the mandate as provided both in Investment and Securities Act and the Code of Corporate Governance.
Also in the petition, the company said SEC should “allow Ansbury in its capacity as indirect majority shareholders of the Oando Plc to intervene in the management of the company through its team and consultants or alternatively to carry out an investigation into the activities of Oando Plc without hindrance in order to look into the control and most sensitive operations carried out by the current management.”
The company listed other violations of corporate practices, including increase of directors’ remunerations. “For instance, it increased with respect to the previous year (2015) up to N1.9 billion and liquidation of part of the assets of the company” the letter said, adding that the action and the progressive impoverishment of the group seems directed towards a liquidation of the latter more than the restructuring and reorganisation taking into consideration the fact that both the strategy adopted by the management till now and the projected divestiture are not sufficient to service the existing debt.”
Meanwhile, SEC, which acknowledged receipt of the petition on May 3, 2017, is still investigating the allegations levelled against the company.
Efforts to ascertain the stage of investigation from the Commission was not successful as the spokesman could not be reached.
But in an emailed response to Daily Sun, Oando Plc’s Head of Corporate Commission, Alero Balogun, said the petition has already been treated. She stated that the company’s position remains that those petitions have no merit as the issues raised have been addressed.
“Our attention has been drawn to a report released by Channels TV on Friday the 14th day of July, 2017 stating that Oando Plc (the company or Oando) is ‘under a comprehensive investigation by the Securities and Exchange Commission…..following petitions filed by some foreign investors in Oando Nigeria Plc in relation to (sic) shareholding structure following the $1.65 billion cash that Oando paid in June 2014 to acquire the oil production assets of Conoco-Phillips in Nigeria…’
“The company understands that the SEC is in receipt of correspondence containing (in our opinion) unsubstantiated, misleading and defamatory claims with respect to various matters that had already received board, shareholder and where required, SEC approval.
“The company is fully co-operating with SEC in the discharge of its duties as the capital market’s regulator by providing all appropriate clarifications and rebuttals on the matters raised in the said correspondence. Oando will be happy to provide full disclosure of the outcome as soon as the SEC review is completed,” it stated.