By Abiodun Folarin
WorldStage– The Securities and Exchange Commission (SEC) has directed an immediate halt to all marketing and promotional activities relating to a purported Initial Public Offering (IPO) by Dangote Petroleum Refinery & Petrochemicals FZE, declaring that no such offer has been filed with or approved by the Commission.
In a public notice issued on Tuesday, the capital market regulator said it had become aware of advertisements, flyers, digital banners and targeted emails circulating on social media and investment platforms, inviting members of the public to participate in a supposed securities offering by the refinery.
The SEC expressed concern over the involvement of some Registered Capital Market Operators (CMOs) in what it described as an “unwholesome and manipulative exercise,” alleging that they were actively soliciting advance subscriptions for an offer that has neither been submitted to nor cleared by the Commission.
According to the regulator, “No application for the registration of an IPO or public offer of shares of the Refinery has been filed with or approved by the Commission.”
The Commission warned that the ongoing pre-marketing campaign could mislead investors, distort market expectations, create information asymmetry and undermine the integrity of Nigeria’s capital market.
It noted that invitations encouraging investors to create accounts, pre-fund subscriptions or secure guaranteed share allocations amounted to market manipulation and constituted a serious breach of the Investments and Securities Act (ISA), 2025.
Consequently, the SEC directed all Registered Capital Market Operators, particularly stockbrokers and digital investment platform promoters, to immediately cease all promotional activities relating to the purported offer.
The Commission ordered operators to stop publishing, reposting or distributing any promotional materials, flyers or commentaries connected to the acquisition or allocation of shares in the refinery.
It also instructed them to remove all unauthorised marketing materials from their websites, social media platforms—including X, LinkedIn, Instagram and Facebook—and messaging groups within 24 hours of the notice.
In addition, the regulator directed operators to refrain from accepting deposits, commitments, account openings or expressions of interest from investors regarding the purported public offering.
The SEC further ordered that all funds already collected in connection with the unauthorised offer be refunded to investors within 24 hours.
The Commission warned that any operator found in violation of the directive would face sanctions under the Investments and Securities Act, 2025, as well as the SEC Rules and Regulations.
Advising investors to exercise caution, the regulator urged members of the public to rely solely on official announcements issued through SEC-approved channels when considering investment opportunities.
It stressed that investors should ignore high-pressure marketing campaigns and requests to transfer funds for so-called “pre-IPO” placements, as such activities have not received the Commission’s approval.
The SEC assured the investing public that should it receive and approve an application for a public offering by the refinery in the future, a duly approved prospectus would be made available in accordance with the provisions of the Investments and Securities Act, 2025.
