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Oscar Onyema under fire, as lawsuit, investment loss, poor earnings trail NGX Group

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Oscar Onyema

Oscar Onyema under fire, as lawsuit, investment loss, poor earnings trail NGX Group

Oscar Onyema

The Nigerian Exchange Group (NGX) seems to be falling like a pack of cards under Oscar Onyema, and his 11 years leading the company is being called to question over alleged poor financial management and lack of value creation for shareholders.

For 10 years, Oscar led the Nigerian Stock Exchange between April 2011 to April 2021 as the Chief Executive Officer, however, when the Exchange completed its demutualisation on March 10, 2021, transitioning into the Nigerian Exchange Group, he became the GMD/CEO, a position he has held in the last one year and six months.

 

 

The demutualisation of the Nigerian Stock Exchange enable the public own shares in the entity that became NGX Group, after the exchange was separated to become a subsidiary.

 

After directing the affairs of NSE with little scrutiny for over 10 years, Oscar’s handling of the firm as a public entity in less than two years has led to some shareholders asking for the 54-year-old’s head on the chopping block, with axe in hand.

 

 

 

Since March 2021, when the Exchange went public, the board and management haven’t proposed or offered its over 400 shareholders dividends, which means investors that invested in NGX Group haven’t received necessary value for their investment.

However, a year before, the directors of NGX Group awarded themselves over 200.41 million ordinary shares, worth N5.57 billion (when pegged to the open listing price; N27.90kobo per share) as deferred bonus plan (DBP) to keep them in the company for a specified period.

 

 

Aside what the shares gifted to themselves at the 2020 Annual General Meeting, they also proposed that the sum of N126 million be approved by shareholders as payment to the Non-Executive Directors of the Nigerian Stock Exchange.

All these stock and cash rewards were made despite Onyema and other directors sitting on a poor financial performance in the same year 2020, suffering N93.96 million operating loss. Despite escaping from the grip of loss in FY 2021, with N281.84 million, the management spent 56.07% (N3.23 billion) of its N5.77 billion revenue on about 200 personnel within 12 months last year – but total expenses, N6.51 billion, surpassed the turnover.

 

 

Investors losing money and confidence in Onyema-led NGX Group management

With the management’s inability to curb expenses, spending more than it was generating, investors confidence in NGX Group is falling, reason the firm’s share is down to N19.4kobo as at September 2022, far below the N27.9kobo price it began listing with.

 

 

 

This means -30.4% of shareholders investment has been wiped off due to low interest for NGX Group share, which indicates investors in the stock market are snubbing the firm and taking their money to more profitable equities, as they have little or no confidence in the Onyema-led NGX Group.

Comparing NGX Group’s performance with the larger stock market, Ripples Nigeria analysis showed that the company was in fact trading in the opposite direction to the former, maintaining a bearish run of -30.4% decline in share value since it listed on October 15, 2021, in contrast to the 19.3% growth recorded by the Nigerian Stock Exchange within same period.

 

 

 

Investors ignoring NGX Group is understandable, considering the board hasn’t proposed dividend as earlier stated, which is a way shareholders get value for their investment, but instead, the firm is rewarding the directors for slow growth in revenue burdened by expenses.

Despite struggling to cure its expense headache, the management is also trying to add debt burden of N15 billion to its financial issue, a decision that has led some shareholders; Olayinka Olajuwon and Bamidele Ibironke, amongst others, to lawyer up against Onyema and the NGX Group.

 

 

Shareholders threaten lawsuit over impending resolutions by NGX management

In a document dated September 14, 2022, obtained by Ripples Nigeria, Olajuwon and Ibironke, representing a class of shareholders of NGX Group, through their solicitors, S.O.&C Legal, demanded that the management halt some resolutions it plans to ask for passage through proxy on September 30, 2022.

 

 

 

Part of the resolutions includes; to raise additional capital of N35 billion, with N15 billion of the amount expected to come from debt, N20 billion from the equity (stock).

The shareholders, through their counsel, are questioning why the management wants to borrow N15 billion when it has unissued shares, from which the sum can be raised. They also argue that NGX Group remains viable, so the loan is unwarranted.

 

 

NGX Group’s decision to borrow N15 billion raises eyebrow, as Ripples Nigeria notes that if the company was in dire need of capital, why did the management award itself the 200.41 million ordinary shares, worth N5.57 billion, which is a gift that would be collected in cash at a specified period, and also paid Non-Executive Directors N126 million.

The aggrieved shareholders also stated that the company hasn’t given evidence as to reason for seeking new capital. They also complained of the NGX Group abusing the right of shareholders by imposing proxy on investors to vote on the resolutions, whereas, shareholders are backed by law to make the decisions themselves.

 

 

They accuse the management of lying by using COVID-19 measures to defend reason proxy is preferred at the Annual General Meeting, instead of physical presence of shareholders. The solicitor said the COVID-19 measure, which bar gathering, had been lifted by the government.

They threaten to take the case to court if the management of NGX Group doesn’t halt the proposed meeting within seven days, starting from the day the letter was dated – the seven days intimation ended on September 21, 2022.

 

 

It described the Notice for resolutions as “ill-advised, fraudulent and fraught with illegalities and amounts to egregious abuse of privilege by the board of directors. The Notice is contrary to the Companies and Allied Matters Act (CAMA), Investment and Securities Act and other relevant capital market statutes and regulations. Also, the Notice and resolutions are contrary to the Board Charter of the Company:”

The solicitors also said, “TAKE NOTICE that if within 7 (seven) days of your receipt of this letter, we do not receive your formal withdrawal of the said notice, our Clients shall consider themselves to be at liberty to initiate necessary legal steps to seek redress, including injunctive orders to restrain holding of the meeting and/or set aside all illegal acts of the Company. In the event that this is so, this letter shall represent the requisite pre-action protocol. Do be advised accordingly.”

 

 

Read what shareholders told Onyema and his team

· Resolution 8(i) and (ii) in particular are contrary to section 142(2) of the Companies and Allied Matters Act 2020, under which the allotment of any newly issued share in a company is subject to the pre-emptive rights of a shareholder. The section DOES NOT give any power to any board to allot any share otherwise as stated in the section;

 

· By definition “capital” of a company refers to the total assets of a business or total amount or value of its stock, which in turn is partly a function of a company’s asset worth. It is unthinkable how incurring a debt burden of N15 billion for the company will translate to raising capital for the company that remains a viable, highly regarded entity in the capital market with unissued shares from which to raise capital;

 

 

· Section 340 of SEC Regulations provides, among others, that a public company seeking to offer securities by private placement must show evidence of dire need of fresh funds and shall satisfy the Commission that the private placement remains the only viable alternative…” No evidence has yet been put forward to show compliance with this provision;

 

· It is now public knowledge that directors of the Company recently paid themselves whopping sums of money under the guise of allowances and other perks of office. Evidently, this would not have been so, if the company was in dire need of funds. Meanwhile, no resolution has been proposed to authorise payment of any dividend to shareholders,

 

 

 

· The unissued shares of the company denote availability of shares for purchase for the purpose of raising capital as is the standard case. However, rather than offer the shares for sale, the board of directors seek to cancel the unissued shares and issue new shares to be distributed in breach of section 142(2) of CAMA;

 

· The right to appoint a proxy to attend and vote instead of him and the proxy need not be a member of the company… is a personal right that section 242(4) of CAMA guarantees to a shareholder. Therefore, it is illegal and amounts to violation of that right to attempt to choose or foist any proxy (named or unnamed) on any shareholder. By law, that right belongs fully to the shareholder. It is not shared with the company;

 

 

 

 

 

· The claim that the Corporate Affairs Commission (CAC), Lagos State Government and Federal Government COVID-1 9 Guidelines are the bases for insisting that shareholders shall only attend by proxy, is palpably false. There is no COVID-19 guideline that justifies insistence on shareholders attending AGM by prox(ies) only, let alone the selected proxies;

 

· The Company is a PLC. The Guideline issued by the Presidential Steering Committee on COVID-1 9 on 2nd April 2022, provides in relation to public gatherings that: “Limitation on number of persons attending informal and formal festivity events including weddings, conferences, congresses, office parties, seminars, end of year events has been lifted”, and

 

 

 

 

· Even if (which is not admitted) any CAC guideline permits holding a meeting by proxy, whether or not general, by proxy, such guideline is illegal and CANNOT stand in the face of the clear provisions of CAMA. CAC cannot by regulation remove a right conferred by statute.

 

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GTCO vs. Very Dark Man: Why Nigerians Must Stop the Judgment of Emotions

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*GTCO vs. Very Dark Man: Why Nigerians Must Stop the Judgment of Emotions*

By Osho Oluwatosin

The internet has literally been on ‘fire’ since Friday following the arrest of self-acclaimed Nigerian activist, Martins Vincent, also known as Very Dark Man. He was reportedly picked up by the Economic and Financial Crimes Commission (EFCC) for reasons yet unknown.

While it’s not the first time VeryDarkMan or any prominent Nigerian would be arrested by the EFCC — a government agency not under the authority of any private organization — it seems some Nigerians are passionately trying to push a narrative that his arrest was orchestrated by one of Nigeria’s biggest financial institutions, Guaranty Trust Holding Company (GTCO).

Although this narrative isn’t far-fetched — VDM had criticized the bank due to ‘mysterious’ deductions from his mother’s bank account for unjustifiable reasons. He approached the bank’s branch in Abuja to make an official complaint and, afterwards, he was picked up by the EFCC. But what many Nigerians have failed to realize is GTCO may not even be involved in his arrest.

VeryDarkMan was seen in the bank, quite alright, but in a CCTV released by the bank, he was seen moving out of the bank when he finished. He even had a celebrity moment with some of his followers who took pictures with him before he was arrested. So I’m wondering, what has GTB got to do with his arrest? That someone got knocked down by a vehicle after leaving church, does it mean the church orchestrated the accident? That someone got attacked after leaving a lecture room, does it mean the lecturer orchestrated it? That someone even got attacked in a courtroom, does it mean the judge orchestrated it? Absolutely not.

Although it would have been better if the EFCC had come out to clear the air regarding the reason for VDM’s arrest, because in the absence of information, rumours are bound to thrive. In fact, the commission should have actually released a statement regarding these rumours, not to vindicate GTB, but to keep Nigerians informed.

Let’s even think about it logically: what can warrant GTCO to order VDM’s arrest by the EFCC? Did he defraud GTCO? Did he steal from a GTB customer? Did he launder money through a GTB account? These are questions that should be asked before passing judgments. But Nigerians are always emotional when it comes to issues like this, and that’s why people who are culpable in serious crimes get away with anything as long as they get involved in charity or activism.

GTCO has been a very friendly organization, and in 2024 alone, the bank paid a record dividend of N8 per share. The bank is happy, shareholders are happy, customers are happy — who is Very Dark Man?

Osho Oluwatosin is a Nigerian journalist and writes from Lagos.

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Can We Have More Bankers Like Victoria Mulero? An epitome of ‘omoluabi’

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Can We Have More Bankers Like Victoria Mulero? An epitome of ‘omoluabi’

In February of this year, I needed to open a new bank account for salary purposes, as required by the management of the new company I had just joined.

I considered First Bank, Access Bank, and Sterling Bank. After some thought, I chose Sterling Bank—not because I found them superior—but because I believed they had fewer customers, which I hoped would save me from long queues and unnecessary delays.

I visited the Sterling Bank branch at Akowonjo to open the account. Unfortunately, the staff member who attended to me didn’t inspire confidence. She appeared distracted—smiling at her phone, clearly engrossed in a private chat—far from the level of professionalism one would expect in a bank setting. I had a feeling this would lead to problems down the line.

 

When my first salary was paid into the account, my suspicion was confirmed. Sterling Bank restricted access to my funds—I couldn’t transfer money or make withdrawals at the counter. I visited their Fatai Atere branch at Ladipo, Mushin to complain, where I was informed that the account opened for me was a “Kaikai” account—a type I had never heard of. Apparently, this account type is meant for individuals who lack the required documents during account creation. But I had submitted all necessary documents, so why was such an account opened for me?

Can We Have More Bankers Like Victoria Mulero? An epitome of 'omoluabi'

At the Fatai Atere branch, I was attended to by a remarkable banker named Victoria Mulero. She requested my NIN, which I didn’t have on me at the time. Rather than send me back home, she asked if I had a digital copy. I did, and she graciously gave me her email address so I could forward it to her. With that, she resolved the issue promptly and professionally.

However, the following month, in March, the same restriction happened again. I returned to the Fatai Atere branch, and once again, Victoria Mulero handled my complaint with efficiency and kindness, resolving it without delay.

I hoped the matter was finally settled, but when my April salary arrived, the restriction was imposed yet again. This time, I was beyond frustrated and ready to replace Sterling Bank as my salary account. Still, I visited the Fatai Atere branch one last time. Once more, Victoria Mulero resolved the issue with grace and determination.

This write-up is a tribute to Victoria Mulero of Sterling Bank, Fatai Atere branch. She is a rare gem—respectful, diligent, and genuinely customer-focused. She went above and beyond, following up with the Akowonjo branch through calls and emails until the matter was fully resolved. She handled every situation with patience and empathy, treating the job as if the bank belonged to her family.

To be honest, I’ve had unpleasant experiences with many bankers, especially female staff. Too often, they carry personal frustrations into the banking hall and take it out on customers. But Victoria is different. She exemplifies what true customer service should be.

We may not all be the same, but treating people with respect and kindness is a skill that can be learned—and Victoria clearly has. Let’s celebrate her for being a model professional and a beacon of hope in an industry that too often lacks empathy.

Without any fear of contradiction, I say boldly that Victoria Mulero is a good ambassador of Sterling Bank and her parents too deserve encomium for raising a well trained daughter and impacting an attitude of ‘ omoluabi’ in her. We need more of Victoria Mulero in our banking industry.

Seun Jacob Ogunbiyi
Known as Olùkọ́, the therapeutic writer and Lagos based journalist

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Air Peace Airlines’ failure to adhere to scheduled departure times results in prolonged delays …causing undue hardship for Nigerians on board

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Air Peace Airlines' failure to adhere to scheduled departure times results in prolonged delays ...causing undue hardship for Nigerians on board ~Oluwaseun Fabiyi

Air Peace Airlines’ failure to adhere to scheduled departure times results in prolonged delays
…causing undue hardship for Nigerians on board

~Oluwaseun Fabiyi

Traveling is undoubtedly the most effective form of education, enabling individuals to observe human quirks from diverse perspectives

On Saturday, 3rd May 2025, an Air Peace Airlines flight from Akure Airport was delayed, causing undue inconvenience to a Nigerian traveller and a prominent Nigerian man of God, an unfortunate incident that befell the nation’s citizens

Does Nigerian law consider it a criminal offense for travelers to book flights with Air Peace, a leading Nigerian airline, instead of other airlines that fail to depart on schedule, such as remaining at 10am instead of departing at 10am? Certainly, some Nigerian citizens may opt to travel with airlines like Arik, Aero, Dana, rather than Air Peace.

Air Peace Airlines' failure to adhere to scheduled departure times results in prolonged delays
...causing undue hardship for Nigerians on board
~Oluwaseun Fabiyi

It is evident that many Nigerians actually believe Air Peace airline came to rescue Nigerians from the subpar fly-and-die experience of other airlines, such as Dana, which is why many have fallen in love with Air Peace Airlines’ domestic operations

 

Air Peace Airlines’ decision to reschedule a 12:00 flight from Akure in Ondo State to 3:00 on Saturday, 3rd May 2025, has been met with disappointment from some affected Nigerian passengers, who deem this change unreasonable and unjustified.

Nigeria is hindered by self-imposed challenges that impede our collective advancement. I remain optimistic that future leadership will emerge, focusing on nuanced details that cumulatively enhance the lives of citizens, including access to housing, affordable food, petrol, quality healthcare, and a decent standard of living. The fact that we produce rice, only to have its price inflated by some, thereby rendering it unaffordable, is a pressing concern

It is baffling to me why some people or airlines deliberately provide poor services, causing undue hardship for their passengers, without taking the courtesy to apologize

How can passengers ensure they arrive at Akure Airport by 10 a.m. to catch a 12 p.m. flight from Akure to Lagos and complete check-in as usual

Only for them to fall victim to an extremely harrowing experience. The first indication was the outrage of a passenger at the Nigeria Air Peace counters. He yelled at the ticketing officials that his time had been wasted by three hours and demanded to be refunded his money, as his business was equally affected.

The scene was remarkably congested, and indeed there was an exceedingly large number of passengers traveling to Lagos on this particular Air Peace flight.Which none of them can comprehend what could cause a delay from 12 O’clock to 3:15 pm, without considering individuals with an assignment or occasion in Lagos, is so crazy and devastating.

*How Passengers suffer through endless delays waiting for Air Peace aircraft.*

Accordingly, they embarked on an extended wait after Air Peace notified them that the flight had been postponed by an hour. Ultimately, the delay proved to be three hours, with the flight arriving at 3:30 pm, followed by the commencement of boarding procedures

On a final note the Nigerian aviation industry, including airlines, can certainly improve their treatment of fellow Nigerians

Onboard passengers display concern and raise eyebrows.

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