GUIDELINES ON DISCLOSURE AND TRANSPARENCY
Guideline · Trade
Guidelines prescribe disclosure obligations for public companies and capital market operators to provide material information to investors. They target publicly listed companies, broker-dealers, fund managers, and issuers of securities. This protects investors and promotes market efficiency through accurate disclosures.
GUIDELINES ON DISCLOSURE AND TRANSPARENCY
What Is This Policy?
SEC guidelines prescribing the disclosure obligations of public companies, capital market operators, and issuers to ensure investors have access to material information for investment decisions.
Who Does It Target?
Publicly listed companies (NGX) Capital market operators (broker-dealers, fund managers) Issuers of securities SEC market surveillance team
What Does It Aim to Achieve?
Protect investors through timely, accurate, and complete disclosure of material information, promote market efficiency through information symmetry, and deter insider trading through mandatory disclosure.
Key Features
Continuous Disclosure: Listed companies must disclose all material information (earnings, board changes, litigation) immediately upon becoming available. Annual Reports: Annual audited accounts must be filed with SEC and the exchange within prescribed timelines. Prospectus Standards: Prospectuses for public offerings must include all material information using SEC-prescribed formats. Sanctions: Failure to disclose material information attracts fines and potential delisting.
Current Status
Rollout Stage: Active Coverage: Nigerian capital market Beneficiaries: Investors; market integrity Funding: SEC operational budget
How to Access
All listed companies must file disclosures through the NGX filing portal and SEC Material information must be disclosed without delay Investors may access all filed disclosures through the NGX and SEC portals Application method: Disclosures filed at https://www.sec.gov.ng and the NGX portal.
Important Terms
Selective disclosure to certain investors without public disclosure is prohibited Failure to disclose material price-sensitive information while trading constitutes insider trading SEC may impose trading suspensions pending disclosure of withheld material information
Official Resources
Website: https://www.sec.gov.ng Contact: Securities and Exchange Commission (SEC) Nigeria
Legal Framework
Issued under the regulatory powers of the Securities and Exchange Commission (SEC) pursuant to the Investments and Securities Act 2025 (formerly ISA 2007). Operates alongside the Companies and Allied Matters Act (CAMA) 2020, the Financial Reporting Council (FRC) Act 2011, the NGX Exchange Listing Rules, and the Code of Corporate Governance for Public Companies. Aligns with IOSCO Principles on Disclosure and Transparency and the G20/OECD Principles of Corporate Governance.