NAHCO Chairman Cleared over Corporate Governance Issues
By Goddy Egene
The Securities and Exchange Commission (SEC) has cleared the Chairman of Nigerian Aviation Handling Company Plc (Nahco), Mallam Suleiman Yahyah of any wrongdoings in allegation of unauthorised sale of shares, non- purchase of shares and other violations.
President Muhammadu Buhari and the capital market regulator had been petitioned in July 2016, alleging that SEC had supported Suleiman Yahyah because of his purported relationship with the director general of SEC, Mounir Gwarzo.
The petitioner argued that Suleiman ought to have been barred because of the failure of the commission to conclude investigation of Empire securities.
However, SEC in a letter dated August 26 2016 to the Economic and Financial Crime Commission (EFCC) cleared Yahyah of all the allegations against him five years ago before the appointment of the Gwarzo as commissioner in 2013. Gwarzo was appointed director-general in 2015.
The letter signed by E.A. Okolo on behalf of the DG noted that “The fact of the matter are that Empire Securities Limited, it’s board and management were brought before the Administrative Proceedings Committee in 2010 for unauthorised sale of shares and other violations. In May 2011, the decision of the APC was communicated to the parties, Yahyah and other boards member were cleared of the allegations while the managing director was held responsible for the violations.”
The commission also highlighted the compliance of Nahco to its code of corporate governance which includes prohibition of one individual from being the chairman and also the managing director as well as having non-executive directors as majority in line with section 4.3 of the codes.
“For purposes of efficiency and effectiveness, the code requires that boards of public companies should operate through committees. Nahco complied with the requirement,” SEC said.
Concerning the 2011 management service agreement between Nahco and Rosehill group in which Yahyah was alleged to be interested, SEC noted that the agreements satisfied the laid down procedures for such.
“Documents show that the matter was presented by management to the relevant board committees, the full board also considered the matter and finally an Extra Ordinary General meeting of shareholders was convened to approve the agreement”.
The commission stated that the process complied largely with good corporate governance practices especially where the interested directors were excused from the meetings when the decision was taken,
This, SEC said added to the disclosure of the agreement as well as the value paid by Nahco to Rosehill in the company’s annual accounts.