The Securities and Exchange Commission has directed capital market operators to immediately halt all promotional activities relating to a purported Initial Public Offering by Dangote Petroleum Refinery and Petrochemicals FZE, warning that no application for such an offer has been filed with or approved by the regulator.
In a public notice issued on Tuesday, the commission said it had become aware of advertisements, flyers, digital banners and targeted electronic mails promoting a supposed public offering by the refinery across social media platforms and investment channels.
The SEC expressed concern over the involvement of some registered capital market operators in the exercise, describing the ongoing campaign as an “unwholesome and manipulative” pre-marketing exercise capable of misleading investors and undermining confidence in the capital market.
According to the commission, some operators were actively soliciting advance subscriptions and encouraging investors to create accounts, pre-fund investments and secure guaranteed allocations for an offer that had neither been filed with nor approved by the regulator.
The commission warned that such activities could distort market expectations, create information asymmetry and compromise the integrity of the Nigerian capital market.
It added that invitations urging investors to transfer funds or make commitments towards a purported “pre-IPO” placement amounted to market manipulation and constituted a serious violation of the Investments and Securities Act.
Consequently, the SEC directed all registered capital market operators, particularly stockbrokers and digital investment platform promoters, to immediately cease publishing, reposting or distributing promotional materials relating to the acquisition or allocation of shares in the refinery.
The commission also ordered operators to remove all unauthorised marketing materials from their websites, social media accounts and messaging platforms within 24 hours.
In addition, it instructed operators to stop accepting deposits, commitments, account openings or expressions of interest from investors in connection with the purported public offer.
The regulator further directed operators to reverse and refund all funds already collected from investors in relation to the exercise within 24 hours of the notice.
It warned that any operator found in breach of the directive would be sanctioned in line with the provisions of the Investments and Securities Act 2025 and the SEC Rules and Regulations.
The commission advised investors to exercise caution and rely only on official communications issued through approved regulatory channels.
According to the SEC, any future public offering by Dangote Petroleum Refinery and Petrochemicals FZE would only proceed after obtaining regulatory approval and the publication of an approved prospectus for the investing public.
The development comes months after indications that the Dangote Group planned to sell a 10 per cent stake in its $20bn, 650,000-barrel-per-day refinery through what has been described as a landmark Pan-African IPO expected in 2026.
Market analysts say the refinery, regarded as Africa’s largest single-train refinery, is expected to attract significant investor interest whenever a public offering is formally approved by the regulator.
