Analysis

Oando, Adeosun and the suspension of prudence

by Babatunde Amusa

December 29, 2017 | 12:58 am
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The suspension of the Director-General (DG) of the Securities and Exchange Commission (SEC), Mounir H. Gwarzo, by the Minister of Finance, Kemi Adeosun, on Wednesday 29th November has engendered feisty conversations in Nigeria’s polarized Public Square about the sincerity of Buhari’s anticorruption war. The suspension was initially seen as a welcome development. For the ministry led the public to think it was meant to enable unimpeded investigation of alleged acts of financial impropriety levelled against Mr. Gwarzo. Hence, many patriots applauded the minister for acting as a valiant soldier of probity.

However, a most cursory skim over readers’ comments on online news platforms show the tide of public opinion is turning against her as the mist of hypocrisy that enshrouded the suspension is now vaporizing. The wedlock of fact and fiction that characterized the narrative of the suspension has collapsed. Media reports have shown that it is a crass ploy to muzzle SEC, and safeguard errant Oando PLC from the Sword of Damocles.

It is reported that the immediate trouble that led to Mr. Gwarzo’s suspension started on Monday 27th November when Oando received a letter from SEC. The letter expressed the readiness of SEC to resume the planned forensic audit, after the Federal High Court sitting in Lagos struck out a case filed by Oando PLC against SEC. The case sought to restrain SEC from undertaking a forensic audit on the company.

According to media reports, in a swift reaction to SEC’s letter to Oando, the Minister of Finance invited the now-suspended DG of SEC to her office for a meeting. The Permanent Secretary of the ministry, Mohammed Dutse, was in attendance at the Monday afternoon meeting. The agendum was to dissuade SEC from embarking on the forensic audit.

During the meeting the Minister of Finance instructed Mr. Gwarzo to suspend the forensic audit forthwith. She categorically enjoined “him to rather constitute a committee that would recommend that Oando pays large sums as penalties for its various infractions.” Mr. Gwarzo forthrightly retorted that SEC will not backtrack, because it will erode the integrity of SEC, and reduce investors’ confidence in her regulatory capability.

Thereafter, Mr. Gwarzo wrote a memo to the Minister, drawing her attention to Section 11(d) of the SEC Act. Since, the section mandates the DG to advise the minister on capital market issues, he appealed to the minister to “allow the matter to follow its course professionally, for the integrity of its regulatory function.” But the minister did not budge, simply because, “the management of Oando had admitted that it was guilty of the charges”.
The alliance between the minister of finance and Oando PLC has opened a new chapter in the chronicle of miscarriages of justice. It is a fatal affiliation. It will mortgage the economic fortune of the over 274,000 shareholders of Oando, so that, Oando’s Chief Executive Officer, Wale Tinubu, and his deputy, Mofe Boyo will remain in office.

It seems that the present politicians in power did not learn the most important lesson the Jonathan administration taught Nigerians: An exalted officeholder that toadies to the rich and despises the law will become a footling in the grand scheme of things. It is a sinister expression of political loyalism for public servants to use the instrument of state power to derail the course of justice.

Oppression and justice are essentially identical whenever the judge and the criminal, the accuser and executioner have illicit bonds. Ironically, in difficult times, ruthless corporate mafias will craftily take refuge in sentinels of probity, in homes of challengers of tyrannies. Superrich fugitives of justice hide in the corridors of power, in the crevices in the temple of justice.

Regulatory agencies are linchpins in the fight against corruption. Acts of executive intimidation can whittle down their institutional capacities. It is impossible to extenuate the forces of corruption in Nigeria without strengthening frameworks of corporate governance.

Corporate governance seeks to maintain the equilibrium between economic and social goals, between individual and collective goals. Its notable aims are to encourage skilful use of resources, and demand accountability for resource stewardship. The interests of individual economic actors, corporations, and society are always at variance, often conflict. Corporate governance frameworks seek to align them. SEC’s investigation revealed that Oando has breached many codes of corporate governance.
The determined effort of SEC to conduct the forensic audit irrespective of the adversarial posture of Oando and her cronies in power leads one to reach the provisional conclusion that there are regulatory institutions in Nigeria that are alive to their corporate mandate. This conclusion will cease to be provisional, if SEC determinately pursues it to a logic conclusion under the leadership of the acting DG, Dr. Abdul Zubair. SEC should not succumb to pressures by exogenous forces to teleguide the process.
By so doing, she will demonstrate that the ethical compass of SEC is not a function of that of her leadership, but a deeply internalized institutional mechanism. Certainly, the events of the coming days will show if SEC is a corporate simulacrum of Nebuchadnezzar’s Image. If she has Nebuchadnezzar’s weak-iron- and-clay feet, the battle to secure the fortunes of investors will be defeated.
The new leadership of SEC has one veritable buffer against political pressure, which is slavish adherence to the spirit and letter of the Investments and Securities Act, 2007, and capital market regulations formulated by SEC. It must allow the law to rule, and disallow the rich to rule the law. It requires fairness and firmness to uphold the sanctity of the law when dealing with politically connected companies like Oando.
If SEC compromises and derails the process of the forensic audit, she will inevitably become a lame duck. Management is a continuum. Therefore, SEC should ensure her actions are guided by her earlier commitment: “To ensure the independence and transparency of the exercise, the forensic audit will be conducted by a consortium of experts made up of auditors, lawyers, stockbrokers and registrars.”
For a seamless and commendable operation, her new leadership should not hinder the audit firm, Akintola Williams Deloitte, registrar, United Securities Limited; the law firm, SPA Ajibade & Co; Tjadap Consulting and Associates; and Nasiru Muhammad & Co from conducting the audit. Otherwise, she would wreak irreparably damage on her credibility and betray investors trust.
It is anticipated that the acting Director General of SEC will be on his mettle, and tread the path of justice, fairness, and equity. Otherwise, the economic fortunes shareholders of Oando Plc will be imperiled by the vagaries of the management of Oando. SEC should demonstrate that it is not always true that “laws are like cobwebs, which may catch small flies, but let wasps and hornets break through.”
Oando and her teeming supporters in corridors of power should not forget that forensic auditing is not a punitive measure. It is an act that enhances corporate transparency. It entails gathering, processing, validating, analyzing, and reporting data to find facts and evidence within a context of legal, financial disagreements. It also consists of rendering precautionary advice, and aid anti-corruption initiatives.
The forensic audit is not antithetic to the vision of this administration to make corruption a thing of the past in Nigeria. If conducted successfully, it will further burnish the reputation of President Muhammadu Buhari.
Some years ago, Professor Niyi Osundare, at an event put together by the Save Nigeria Group (SNG) noted that: “Nigeria is a kleptocracy. Corruption is Nigeria’s fastest growing industry. If Nigeria does not kill corruption, corruption will kill Nigeria”.
When President Muhammadu Buhari quoted Professor Niyi Osundare, it resonated with Nigerians. It was more than sloganizing the essence of the anti-corruption war. His dedication to restore public morality and civic responsibility inspired hope that Nigeria will experience progressive change. But the hope cannot become reality, if heinous executive subterfuges are not curtailed.
Public morality cannot be propagandized into existence. It has to be modeled. Everyone must embody the principles of justice, fairness, and equity. Public sector leaders cannot be enemies of good causes, and at the same time, entrench the ideals of good governance. The point to note is; in the efforts to extirpate corruption from the moral and spiritual fabric of Nigeria, it is counterproductive to feign high principle.
Buhari cannot be fighting corruption, while those in his cabinet are fueling it. It is clear from recent saga that those working with him are working against him, working against the success of his anti-corruption crusade. There are too many pseudo-warriors of anticorruption war in this regime; hence, it now looks like a pseudo-war, a charade of virtue.
All concerned authorities in this saga should not forget the words of the French lawyer, political philosopher, postulator of the theory of separation of powers, Charles de Montesquieu: “There is no crueler tyranny than that which is perpetuated under the shield of law and in the name of justice.”

 

 Babatunde Amusa
Amusa is an Abuja-based public affairs analyst.


by Babatunde Amusa

December 29, 2017 | 12:58 am
  |     |     |   Start Conversation

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